Rommel's First Offensive, March 24-May 30 1941

Rommel's First Offensive (24 March-30 May 1941) saw him push a weakened British army out of Cyrenaica, and all the way to the Egyptian border, undoing all of the British conquests at the start of 1941 and setting a pattern for the desert war that would last until the second battle of El Alamein late in 1942.

North African Campaign, 1940-1942
North African Campaign,

After the Italian entry into the Second World War they had advanced a short distance over the Egyptian border and then settled into defensive positions. Although the British were outnumbered they decided to go onto the offensive, and in a dramatic month pushed the Italians all the way out of Cyrenaica, taking Tobruk (21-22 January), Benghazi (7 February) and El Agheila (9 February). The Italians prepared to defend Tripoli, while Hitler decided to send two German divisions, under General Erwin Rommel, to try and restore the situation (Operation Sonnenblume (Sunflower)). The divisions chosen were the 5 leichte division, which was to arrive first, and 15 Panzer Division, which was expected in May.

Rommel Arrives

When Rommel arrived in Africa on 12 February the Sirte position was held by a single Italian infantry regiment. He ordered the Italians to move the 'Brescia' and 'Pavia' infantry divisions to Sirte, followed by the weak 'Ariete' armoured division, which was to take up a position just to the west. The first of the infantry divisions began to move on 14 February.

The first German troops, Reconnaissance Battalion III of the light division (Aufklärungsabteiling 3(mot)), commanded by Major Baron von Wechmar, arrived at Tripoli on 14 February. At Rommel's insistence Their ship was unloaded overnight, and after a parade in Tripoli on the following morning the unit was rushed to the front, reaching Sirte on 15 February. V Panzer Regiment arrived by 11 March, with 155 German tanks – 25 Panzer I Ausf A, 45 Panzer II, 61 Panzer III, 17 Panzer IV and 7 command tanks.

The British Position

By the end of the advance across Cyrenaica the British troops involved were exhausted. As a result the 7th Armoured Division was withdrawn to Egypt to refit, and was replaced by part of the 2nd Armoured Division, which had recently arrived from Britain and had no experience of desert conditions. One of this division's armoured brigades was sent to Greece, leaving the 3rd Armoured Brigade, with one cruiser tank regiment and one light tank regiment. A third regiment was formed using captured Italian M-13 tanks.

The 6th Australian Division had also been withdraw (to go to Greece), and replaced by two brigades of the 9th Australian Division (General Morshead), which were posted to the east of Benghazi. The third brigade stopped at Tobruk to reduce the stress on the supply lines.

On 29 March Wavell added the 3rd Indian Motorised Brigade to the forces in Cyrenaica, posting its three lorry-mounted battalions at El Adem, south of Tobruk.

RAF support was limited to two Hurricane squadrons, one Blenheim squadron and one Lysander army co-operation squadron.

General O'Conner, the commander during Operation Compass, had also been recalled to Egypt, and replaced by General Neame, who lacked any experience of the desert. Wavell soon decided that Neame wasn’t up to the job, and his attempts to make up for this would cause more confusion.

General Wavell, the British commander-in-chief in the Middle East, believed that there was very little danger of an Axis attack. This view was apparently confirmed by intercepted German messages to Rommel, ordering him not to attack until the end of May. Wavell had been ordered to provide as much help as possible to the Greeks, who were then successfully fighting off an Italian invasion, and had been forced to strip his forces in Libya of equipment and supplies to equip this expeditionary force.

The Battlefield

Most of the main fighting in North Africa took place close to the coast.  Starting in Egypt, the coastline ran generally west, passing a series of places that would become familiar names. In the east was the base at Marsa Matruh. Next was Sidi Barrani, then Halfaya Pass, and Sollum on the Libyan border. Just across the border was Bardia, then Tobruk, Gazala and Derna. West of Derna the coast ran west for another hundred miles or so, before beginning to turn south-west towards Benghazi, at the north-eastern corner of the Gulf of Sirte. From there the coast ran south to Agedabia, then turned west to form the head of the gulf, passing Mersa Brega and finally reaching El Agheila, at the border between Cyrenaica and Tripolitania. Between Benghazi and Bardia there was an area of higher ground close to the coast.

In most areas the desert began just to the south of the coast, but the inhabited area was rather thicker in the bulging area between Derna and Agedabia. This presented the British with a problem – if the Germans captured Agedabia, then they could head north-east across this area and cut off anyone to the west of Derna (the British had been able to do the same at the start of the year).

The Campaign

Phase One – Outpost Battles

In mid February the two sides were separated by a gap of over 100 miles. The German and Italian front line was just to the east of Sirte, in the western half of the Gulf of Sirte. The British were just to the west of El Agheila, at the eastern end of the gulf.

On 17-18 February the Germans detected an increased level of activity on the British sides of the line, and Rommel was worried that this might be the first signs of a renewed offensive. He ordered the III Reconnaissance Battalion, supported by an Italian battalion and some anti-tank guns to move forward to Nofilia, about half way between Sirte and El Agheila.

This produced the first clash between British and German troops, on 24 February, near Nofilia. A small patrol of German armoured cars and motorcycles ran into a patrol from the King's Dragoon Guards, supported by some anti-tank guns. The Germans destroyed two scout cars, a lorry and a car and captured three men, including an officer. Rommel was greatly encouraged by the lack of any British reaction, and was keen to go onto the offensive.

Rommel's next move was to push his front line up towards the British positions. On 4 March General Streich advanced to Mugtaa, just a few miles to the west of El Agheila. Here a salt marsh, the Sebcha el Chebira, stretched south into the desert, and the Germans were able to mine the few safe routes across the marsh. This advance also gave them access to the port of Ras el Ali, which they used to ship supplies close to the front.

On 13 March Rommel moved his HQ east to Sirte. This journey gave him one his first experiences of a major sand storm, which forced his pilot to abandon an attempt to fly to Sirte and forced Rommel to move by car.

Rommel now decided that the British position at El Agheila was probably weakly held, and ordered his staff to prepare plans for an attack. He then had to fly to Germany to visit Hitler's HQ (18-19 March). While there he was awarded the Oakleaves to his Knight's Cross for his exploits in 1940, but also got into an argument with von Brauchitsch, who made it clear that 15 Panzer Division would be the last reinforcements to be sent to Africa. Rommel was not to risk an attack until this unit had arrived, and even then he was only to go as far as Agedabia or possibly Benghazi, on the east coast of the Gulf of Sirte. Rommel strongly objected to these orders, which he believed to be unrealistic, and when he returned to Africa completely ignored them.

Early on 24 March, after Rommel's return to Africa, III Reconnaissance Battalion attacked El Agheila. The small British garrison carried out a skilful retreat without putting up much resistance, and after mining the fort and airfield. They withdrew east along the coast to Mersa Brega.  

Rommel's next target was Mersa el Brega, a few miles further east up the coast. Here the Support Group of the 2nd Armoured Division (one infantry battalion, one regiment of 25-pounder field guns and one regiment of anti-tank guns) defended an eight mile gap between the coast and some salt marshes. Five miles further back were the tanks of 3rd Armoured Brigade.

On 31 March this position was attacked by 5 Light Division, with Rommel right in the thick of the fighting. At first the British managed to hold their positions, but a request for an armoured counterattack was turned down by General Gambier-Perry (commander of 2nd Armoured Division), who didn’t think there was enough daylight left. At the same time Rommel (in person) found a route nearer to the coast and sent MG Battalion 8 on an outflanking assault. The Support Group was forced to retreat, having lose 30 lorries and 50 Bren gun carriers. Armoured losses were fairly even, with the British losing six cruiser tanks and the Germans three Panzer IIIs and Panzer IVs.

Phase Two – The Breakthrough

To this point Rommel could claim that he was just involved in outpost fights, but he now ignored his orders not to move further until May, and continued up the coast to Agedabia, which fell on 2 April. From there he had a choice of three routes – north up the coast to Benghazi, north-east to Msus and then Mechili (inland to the south of Derna) or east to Tengedar and then north to Mechili. The northern road would allow him to take the main port in western Cyrenaica, the north-eastern and eastern routes would outflank the entire British position in the area.

Rommel decided to take all three routes. On the left Reconnaissance Battalion III and the Italian Brescia Division would move north up the coast towards Benghazi. On the right the reconnaissance battalion from the Italian Ariete Division and part of 5 Light Division would advance east to Ben Gania and Bir Tengeder, then turn north towards El Mechili and Derna. On the centre Panzer Regiment 5, most of the Ariete Division and other units from 5 Light Division would advance north-east towards Msus and El Mechili. These two columns would attempt to cut off any British troops retreating from western Cyrenaica.

Rommel's task was about to be made rather easier by Wavell's interference in the control of the battle. He had already given Neame a difficult task by ordering him to retreat if attacked, as he didn't want to risk losing Neame's army. On the afternoon of 2 April Wavell flew into Neame's HQ at Barce, east of Benghazi, and decided to replace him with O'Conner. O'Conner advised against changing commander in the middle of a battle, but did agree to serve as an advisor for the moment.

Wavell also decided not to abandon Benghazi. Gambier-Perry was ordered to split the 2nd Armoured Division. The Support Group was to block the road to Benghazi, while the Armoured Brigade moved to Sceleidima, where in theory it could intervene against a German advance on Mechili or to Benghazi. By now Gambier-Perry only had 22 cruiser tanks and 25 light tanks, and couldn't do much to intervene in either case.

On 4 April the left-hand column captured Benghazi without a fight, but found the supply dumps on fire. They suffered a minor repulse at Er Regima, east of Benghazi, at the hands of an Australian force supported by 24-pounders.

On 5 April the left hand column reached Barce. The Australian 7th Division conducted a skilful retreat and managed to keep just ahead of the advancing Germans. The right hand column had made the quickest progress, and its advance guard was at Tengeder.

On 6 April the central column captured the fuel dumps at Msus and Mechili, while the right hand column reached Mechili. The British 3rd Armoured Brigade was now isolated between the left and central columns. Most of its tanks had been lost. The British had the 3rd Indian Motorised Brigade at Mechili, and the Australians around Derna, but they were panicked by the appearance of Axis troops in their rear at Mechili.

On the night of 6-7 April the Germans had a stroke of fortune. O'Conner and Neame were travelling by car from Maturba to Timimi when their driver got lost in the dark and drove towards Derna. They ran into a German motorcycle patrol and were captured.

On 7 April the left hand column reached Derna and the central column reached Gazala. The Australians managed to advance through the German forces heading for Derna and escaped from the trap. The remains of the 2nd Armoured Division joined the 3rd Indian Motorised Brigade at Mechili, but this force was soon surrounded by the Germans. The British now realised that a major crisis was unfolding. An Australian infantry brigade was dispatched by sea towards Tobruk, and other forces were rushed towards Bardia on the Egyptian border.

Early on 8 April Gambier-Parry attempted to break out of the trap at Mechili, but his effort failed and early in the day he was forced to surrender. In a few days the Germans had managed to capture three of the senior British generals in the desert, and had retaken all of western Cyrenaica.

Phase Three – Advance to Egypt

On 8 April General von Prittwitz, the commander of 15 Panzer Division, reached the front (without his troops), and was given command of a column that was sent towards Tobruk. At last Rommel's luck failed him. Wavell had flown into Tobruk, which he was determined to hold, and decided to leave General Morshead in command for the upcoming siege. Morshead had four Australian brigades, a small number of tanks, and the fairly intact Italian defences of the port.

The Germans made a series of attacks on Tobruk, starting with a disorganised attack on 11 April (in which General Prittwitz was killed). A better planned attack on 15 April also failed, as did a more serious four day long assault that began on 30 April. This was the start of a prolonged siege that would last until the Allies raised it during Operation Crusader (November-December 1941).

In the meantime other German forces moved towards the Egyptian border. They were opposed by a small British force under General Gott, who carried out a series of raids against the Germans. These worried Colonel von Herff, the German commander at Sollum, and Rommel ordered him to attack and push the British back. On 25 April Herff attacked, and pushed the British out of Halfaya Pass and back to a new line between Buq Buq and Sofafi. The British held Sidi Barrani, but this and Tobruk were the only places captured at the start of 1940 that were still in their hands.


Rommel's arrival in North Africa changed the nature of the Desert War. Before his arrival the British had largely dominated the Italians, and the fall of Tripoli seemed inevitable. After his arrival the British position in Cyrenaica quickly collapsed, and the war moved back to the Egyptian border. Rommel had advanced 450 miles in only two months. The only blot on his record was the failure to take Tobruk, and this port would hold out for the rest of the year, serving as a symbol of resistance to the Nazis and as a thorn in Rommel's side.

This pattern would be repeated over the next two years. Although the first British offensives would fail (Operation Brevity, 15-17 May 1941 and Operation Battleaxe (15-17 June 141),  they kept trying. Operation Crusader (18 November-20 December 1941) forced Rommel to retreat all the way back to El Agheila.

Once again Rommel soon counterattacked. His Second Offensive (January-February 1942) wasn't quite a successful as his first, ending at Gazala, but after a pause to build up his strength he was able to break the Gazala line (28 May-13 June 1942) and advance back into Egypt.

His attacks on the new Allied position at El Alamein failed (First Battle of El Alamein and Battle of Alam Halfa), and the final swing towards the Allies began with the 2nd Battle of El Alamein (23 October-4 November 1942). Once again this was followed by an Axis retreat across Cyrenaica, but this time there would be no comeback.

Rommel in his own words, ed. Dr John Pimlott. Starts with his inter-war account of his First World War experiences, then moves on to the Second World War, with some material on the 1940 campaign and the defence of France, but with the largest section covering his famous campaigns in the desert of North Africa. Includes private letters, official reports and published works, giving us a range of Rommel’s public and private views(Read Full Review)
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How to cite this article: Rickard, J (14 February 2017), Rommel's First Offensive, March 24-May 30 1941 ,

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