Second Battle of Alamein (2-3 November 1942) , Operation SUPERCHARGE - Hammering of Panzers

2 November 1942

2nd November 1942 , tenth day of 2nd Battle of Alamein

Operation Supercharge (“Hammering of Panzers” as known unofficially) is launched. Objective is to breakthough enemy defences across Rahman Track and cut this vital supply route then capture dominant Aquaqir Hill which is five km away from frontline , engage then destroy main armor of Panzer Army Africa.

At 12:55 a.m. at El Alamein, English and Scottish troops advance to their startline for “Supercharge.” At 1:05 a.m., 296 field guns and 48 medium guns open up with the first of a 54,000-shell barrage on the German 164th Infantry Division and Trieste Mechanized Division’s positions. One shell bursts every 12 yards of the 4,000-yard line. 80 RAF Wellington and Bleinheim bombers also blast the breakthough area. Artillery and air attacks are so severe first Axis POWs captured are either in shock or poisoned by fumes. The Scots advance behind artillery fire with their bagpipes in pre dawn darkness.

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On the extreme right, the 28th Maori Battalion attacks an enemy strongpoint on the junction point with 9th Australian Division west of Thompson’s Post, suffering heavy casualties. Due to heavy German and Italian small arms fire , one company is nearly wiped out in its initial assault. The commanding officer, Col. Fred Baker, one-eighth Maori, is severely wounded and the executive officer mortally wounded. The survivors root out the defending Germans and Italians with bayonets and grenades. Maj. Charles Bennett, commanding 28th’s B Company, leads his men into a "wall of fire. We all broke into the haka ‘Ka Mate! Ka Mate!’ ‘Tis Death! Tis Death!’ and charged straight in with the bayonet. The battalion takes its all objectives at the south of Thompson’s Post , capture 300 German prisoners and digs in, finding it “unsafe to poke your head out above ground level.” Despite heavy shelling, the Germans do not counterattack the Maoris. Late in the day, Bennett discovers he is now the commanding officer because of seniority. At age 29, Bennett is one of the youngest men to take over a battalion.

After a briefing from Kippenberger, Bennett holds an ‘O Group.’ Three of his company commanders are casualties, and along with 100 men - 22 killed, 72 wounded. Rifle companies are down to 50 or 60 men, instead of the usual five officers and 100 men. This high burden for New Zealand’s Maori population takes the battalion out of most of the rest of the battle.

4 November 1942 (7)

Australian infantry in attack

South of the Maoris, glory awaits for Durham Infantrymen of Baritish 151st Infantry Brigade. the 8th Durham Light Infantry charges through enemy posts and entrenchments in a perfect night bayonet charge to overrun a German tank recovery park and medical dressing station. The Durhams are amazed to find the medical station full of German soldiers shocked to the point of hysteria from the endless New Zealand and British artillery bombardments. Not all casualties of war are physical. The 8th Durhams lose 100 men and several officers in the attack, so the reserve company takes and holds the final objective, hauling in nearly 50 German prisoners. By dawn, 8th Durhams, reinforced by New Zealand anti-tank gunners and the 27th NZ Machine Gun Battalion, are on their objectives. The 6th Durhams move through the Maori sector and come under heavy machine-gun fire. The Durhams hit back with their heavy Vickers machine-guns, which have an immense range and rate of fire. Finally, the 9th Durhams run into a line of dug-in Italian tanks and gun positions of the Littorio and Trento Divisions, and resistance is thin. By dawn all three Durhams are on their objective lines, with 350 casualties and capturing 400 Axis prisponers.

The attack achieved an unexpected degree of surprise due to confusion at Panzer Army headquarters. On this night Panzer Army had chosen to switch from German Summer Time to Central European Time, which alone could have caused confusion but, taken with the effects of a bombing raid on von Thoma’s advanced headquarters of Afrikakorps, was guaranteed to confuse the situation. The bombing destroyed telephone communications and wounded von Thoma. One result of the lack of communication was that Rommel was led to believe that the British attack was being made westward from the Australian positions to south-east of Sidi Abd el Rahman. Not until first light was the true situation appreciated which meant that it took longer to launch counter-attacks.

On the left, 152nd Brigade from 51st Highland Division advances like a drill. At 1:48, its CO, Brigadier George Murray, signals Freyberg: “We are in touch with both battalions and everything appears to be going smoothly.” At 2:18: “There is light shelling and moderate machine-gun fire on our front. We have taken some prisoners, a mixture of Germans and Italians. Everything appears to be going according to plan.” At 4:17, “Both battalions have reached objective and are again in action with enemy tanks. Artillery concentration ‘Roxbrough’ called for and fired.” At 5:25, “Enemy tanks and infantry are melting away and battalions are getting supporting arms up. One Italian tank captured intact.” At 5:35, “Reorganization of final objective is proceeding and battalions are linking up. Right gap is through and left will be open as soon as small minefield is cleared. Our casualties will not exceed 40 per battalion.”

Most Scots casualties are suffered in assaults on dug-in tanks - the Italians are short on fuel - but the defending Italian (Littorio and Trento divisions) and German (115th Panzer Grenadier Regiment) troops are mentally and physically overcome by the hurricane of artillery. Valentine tanks of the 8th Royal Tank Regiment cooperate well with the Scots, and all achieve their objectives , crush all Axis opposition on breakthrough sector , enabling 9th Armoured Brigade behind to advance and breakout.

But 9th Armoured Brigade is in poor shape. The unit has suffered casualties, and replacements are a hodgepodge. 123 tanks of various marks queue up to the start line, including battered Crusaders whose guns, compasses, and radios are all faulty.

Nonetheless, this brigade is assigned to advance past the infantry objective, break through the enemy defenses, and hold open the gap against enemy counterattacks until 1st Armoured Division has gone through. When Brig. John Currie is told of this assignment by General Bernard Freyberg commander of New Zealand Division , Currie says that by day’s end, 9th Armoured Brigade may have suffered 50 percent casualties. Freyberg answers, "Yes I know and told to army commander. Monty says that he is prepared to accept 100 percent casaulties." Stunned, Currie returns to his regimental commanders and tells them they will simply be the “sharp end” of the attack.

9th Armoured Brigade tanks clatter into position through dark and dust, and under a heavy covering barrage. At 3:30 a.m., they come under German fire, which destroy six tanks of the 3rd Hussars. The Royal Wiltshire Yeomanry hit mines which blast tracks off two Crusaders. One squadron of tanks, surrounded by mines, has to carefully U-turn to get back into formation.

But by 5:15, 3rd Hussars, despite losing 12 tanks and all their anti-tank guns, reach the forward infantry positions on the right. At 5:30, the Royal Wiltshires are in position on the left, having lost 11 tanks. Behind them, the Warwickshire Yeomanry is coming up. Brigadier John Currie edges his command tank into the front rank, ready for the attack. He again thinks about the Light Brigade and Balaclava. (doomed British cavalry charge in Crimean War) However now it is dawn and delay in attack will have serious consequences. The rising sun is behind of advancing 9th Armored Brigade tanks illuminating them. The German and Italian anti-tank guns (mostly Pak38 and Italian 47 mm guns, along with a few of the formidable 88 mm flak guns) open fire upon the charging tanks silhouetted by the rising sun

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At 6:15 a.m., 2nd NZ Division’s artillery opens fire, and Currie shouts, “Driver, advance!” 9th Brigade’s Crusaders, Grants, and Shermans clank forward. The 3rd Hussars’ CO’s tank immediately hits a mine and lumbers to a halt. The CO dashes over to another tank to find its radio is useless. The tanks roar on, driving shell-shocked German and Italian defenders out of their trenches. Axis soldiers who attack are gunned down - those who surrender are thumbed back into British lines in the dark.

9th Armoured Brigade’s battered tanks drive across the Rahman Track’s telegraph poles, and run into Axis anti-tank gun screen. Some German and Italian anti tank guns are destroyed, but some open up on the British. 9th Armoured’s Crusaders charge the German 50 mm and Italian 47 mm guns. The British tanks knock over the enemy guns and crush them in their treads. Anti-tank gunners stand helplessly as the British tanks crush their guns in the increasing dawn. Several Axis anti tank gun guns are also destroyed by gunfire from charging British tanks , German and Italian gun crews are slaughtered in close range with machine gun fire from British tanks. It is chaos. Meanwhile Beritish made Hawker Hurricane and American made P-40 fighter bombers crewed by RAF Desert Air Force swoop in to pound the Axis positions.

Four German officers jump into a staff car to make the great escape. An alert British tank commander whips out his revolver, empties it at the car, and is amazed to see the petrol tank explode and incinerate the car.

9th Armoured Brigade tanks rumble towards the top of Aqqaqir Ridge and are silhouetted in the dawn. As the Crusaders reach the top, the main German defenses - the dreaded 88-mm guns - rip into the British tanks. Crusader tanks - then Grants and Shermans - glow red-hot and explode. Their crewmen leap for survival.

To add to the British nightmare, tanks of the 15th Panzer Division engage the Wiltshires, blasting all the Crusaders. John Currie tries to keep control of the battle by voice command, but fails. 9th Armoured Brigade is stopped cold, having dented - but not broken - the Axis defenses. John Currie stares out at “a world of devastation - devastation of the enemy, indeed, their shattered guns sprawling at crazed angles, their detachments lying dead, but devastation of his own brigade also. As far as the eye could see lay the terrible record - tank after tank burning or wrecked, the smoke of their burning mingled with the cold mist, the crimson shafts from the eastern sky tincturing all objects with the hue of blood. Only here and there could he see a tank still defiantly shooting it out with the more distant guns and tanks of the Afrika Korps. He was very angry, very bitter.”

Of the 94 tanks that followed Currie into battle, 71 are knocked out. Of the 400 officers and men who manned them, 230 are dead, wounded and missing. They have crushed and destroyed 38 Axis anti tank gun batteries though plus captured hundreds of more POWs and opened a gap for 10th Corps. But 1st Armoured Division has not appeared yet to consolidate the breakthrough. Freyberg is furious over 1st Armoured’s failure to advance, too. He phones his corps commander, Leese, three times in 15 minutes, to order 1st Armoured Division forward.

General Lumdsen 10th Corps commander and his subordinates reluctant to advance , it seems like they are letting advanced infantry down just like in July battles as 30th Corps commander General Leese described they were too 88 mm and mine conscious. Montgomery i learning from Freyberg about British armors reluctance to advance , gives absolute order to 2nd and 8th Armored Brigades and rest of 1st Armored Division to advance and link up with infantry at Rahman Track as soon as possible. 1st Armoured Division is squeezing behind the tail of 9th Armoured Brigade, through uncleared minefields and shellholes, and streams of captured Axis prisoners heading back. Shortly after dawn, advance unit of division 2nd Armoured Brigade spots Currie’s wrecked tanks. Currie himself flags down one of 2nd Armoured’s Brigade and says to Lt Colonel Geral Grosvenor , commander of 9th Lancers , 2nd Armored Brigade , “You’re bloody late, but we’ve got a gap. Get through it as quick as you can.”

Grosvenor says, “I have never seen anything, sir, that looks less like a gap!” Currie is infuriated. So is Freyberg. He calls his corps commander, Leese, to say that someone should “invigorate 1st Armoured Division.”

With prodding of Monty , General Lumsden, commanding 10th Corps (1st Armoured Division is in that corps) drives up to 1st Armoured’s Tac HQ and orders it to advance. As usual in battle, communications are a mess. Nobody knows precisely where 1st Armoured Division brigades are. 1st Armoured finally orders its tanks to push on at 9:04 a.m.

Towards 10:00 AM , British 2nd Armored Brigade then 8th Armored Brigade move on and hook up with remnants of 9th Armoured Brigade holding the salient they captured in early morning at Rahman Track, and both advance into one of the fiercest tank battles of the war, onto terrain as flat as a billiard table. In the afternoon Rommel in desperate stuation and realised his units have been sucked to north to check Australian advance which had been a diversion so far , sends all available units to seal the gap , counter attack and restore the defence line at Rahman Track further south. Just like Montgomery intended who wished to provoke enemy armor to open deployment to catch them in counter attack (basically ""an advanced version of “Bite And Hold” tactic or The Great War) Ahead of British lie the massed tanks of the 15th and 21st Panzer Divisions and the Littorio Division, trying to eliminate the new salient. More than 140 Axis tanks, backed by 24 German 88mm guns and some Luftwaffe JU-87 Stukas, are advancing against the British. Battle of Tel El Aquaqir , biggest tank battle of North African Theater starts…

The British 2nd Armored Brigade and remains of 9th Armored Brigade hold a strong defensive line of Crusader , Grant and Sherman tanks, backed by anti-tank guns, massive field artillery, and “cab ranks” of British, South African, and American fighter-bombers and light bombers. American made P-40s and British Hurricanes swoop down to intercept the Stukas.

A British officer writes, “The desert, quivering in the heat haze, became a scene that defies sober description. It can be discerned only as a confused arena clouded by the bursts of high explosive, darkened by the smoke of scores of burning tanks and trucks, lit by the flashes of innumerable guns, shot through by red, green and white tracers, shaken by heavy bombing from the air and deafened by the artillery of both sides.” Upon the British forces in the funnel - tanks, infantry, and supporting arms - ‘a torrent of shell and shot’ was poured in from three sides. In the words recorded by the sober historian of the 9th Lancers, 'for hours the whack of armor-piercing shot on armor plate was unceasing."

The unequal battle sees the Germans and Italians fight hard but to no effect. By day’s end, the mighty Afrika Korps is down to 30 operable tanks, the Italians down to 20 tanks. They made six mass counter attacks against recently established British salient all failed against massed British armour supported by RAF bombers and artillery. More than 110 Axis tanks lie wrecked on the battlefield. (77 German panzers and 23 Italian tanks knocked out) All of them were destroyed during failed and futile panzer counter attacks on British held salient. The Germans shoot off 450 tons of ammunition. The only re-supply comes from Italian destroyers, which unload 190 tons of ammo at Tobruk - 300 miles from Alamein which is under heavy and constant RAF bombing. At the other hand German 88 mm anti tank gun fire is still severe enough though to prevent 1st British Armored Division to advance further beyond Aquaqir hill.

At the days end western slopes of Aquaqir hill still at hands of Panzer Army veterans. However Afrikakorps was literally finished that day. The recently established Axis anti tank gun screen at Aquaqir hill was stretched thin like a membrane at the end of rthe day. One more British assault and it will be broken complately. One 88 mm anti tank gun battery on Aquaqir hill was already overwhelmed by British tanks. Throughout the day and night Desert Air Force bombers , fighter bombers and British artillery counter fire tries to pinpoint and neutrilise German 88 mm anti tank gun positions at Aquaqir ridge , destroying several .

And Panzer Army had with no reserves or fuel left with to restore the situation in the event of such breakthough next day. This sucess was accomplished at a heavy cost. When Brigadier Crurie was asked by General Freyberg where is his armored brigade Curie points out a handful of tanks around him. “I did not mean your heaquarters regiment , where are your squadrons ?” persists Freyberg. Curie again points out his few tanks “Here are my squadrons , what is left of them.”

Breakthough occurs elsewhere. On the south side of the corridor, fast armored cars from A and C Squadrons of the Royal Dragoons advance in the early morning, driving through Axis trenches and finally broke through rear of enemy , begin to hunt down and destroy Axis supply columns , logistical centers , fuel and ammo dumps , individual dispatchers and field HQs. “They waved swastika flags at us with vigor and we replied with ‘Achtung’ and anything else we could think of which, with an answering wave, would get us through their lines. As it grew lighter they stared and blinked at us. Although a warning artillery barrage had been going on all night they couldn’t believe their eyes. They would goggle at us from short range, see our berets, bolt away a few yards, pause as if they didn’t think it was true, and come back to take another look.”

The Dragoons drive through ammo and stores dumps, and into an enemy headquarters area. The British shoot up the neat rows of vehicles, ammunbition and fuel dumps and take a Germans colonel and two majors POW, then race on. The British have finally broken through the Nazi defenses.

2 November 1942(4)

Now Monty wants the main thrust on the salient’s southwest corner. 1st Armoured Division is ordered into the fray, along with 5th NZ Brigade and 154th Brigade with its three battalions of Highlanders (Argyll and Sutherland, Black Watch, and Gordons). The British move in more forces, delaying the attack until 6:15 p.m. When the 2nd Seaforths and 50th Royal Tank Regiment’s Valentine tanks attack the Italian “Skinflint” position, the Trieste Division has had enough. More than 100 Italians surrender. The Seaforths suffer no casualties, but four Valentines are destroyed by mines and shellfire. The other Trieste position, “Snipe,” finally falls when the farmers of the 5th Royal Sussex march through the minefield and outflank the post.

In late afternoon, newly arrived 8th Armoured Brigade also slugs it out with the Germans at the northern and western edges of the Supercharge salient. German panzer counter-attack by 15th Panzer Division was more dangerous with a small panzer formation threatening the salient’s northern edge. Brig. Custance’s 8 Armoured Brigade had begun debouching onto the battlefield some time earlier with the Staffordshire Yeomanry leading. The Staffords’ commanding officer, Lieutenant Colonel James Eadie, noticed that a group of over two dozen panzers had slipped into the northern edge of the British salient, on the Durham Brigade’s flank, having found a gap between 6th Durhams and the Maoris. Eadie ordered his Crusader squadron to engage them. The heavy squadrons were then despatched as they arrived to support their lighter brothers. In the ensuing encounter three panzers and several anti-tank guns were destroyed. The Germans turned back.

Both sides take heavy casualties at the end of day, but Rommel cannot replace his losses nor recapture the ground lost in morning . As the sun sets, he is down to 30 German tanks and 25 Italian tanks. 8th Panzer Regiment of 21st Panzer Division was literally wiped out , including its commander Col. Taage who was killed. In exchange British have lost almost 200 tanks in that day but Montgomery still has 700 more tanks available. Plus British are recovering and repairing their knocked out tanks quickly. More than 150 knocked out British tanks of 2nd November operation would be put in use again in one week. Before that Rommel’s recovery and repair services were very effective too but now Rommel did not have that option anymore. His recovery units are being destroyed by RAF fighter bombers and artillery fire on No Man’s Land. 8th Army advanced 2.3 miles , dented most of Axis defences and captured more than 2.400 Axis prisoners just that day alone.

At 8 p.m., Rommel meets with General Von Thoma commander of Deutsche Afrikakorps. Panzer Army Afrika must retreat or die in place says Von Thoma. General von Thoma’s report to Rommel that night said he would have at most 35 tanks available at most to fight the next day and his artillery and anti-tank weapons had been reduced to one third of their strength at the start of the battle. Hill 28 is lost, the main part of his defense line. Italian Littorio Armored Division is panicking, and so is the Trieste Mechanised Division. The end is near.

Rommel orders Italian Ariete Armored Division to form a screen behind which the infantry can retreat. 10th Italian Corps’ two divisions, Pavia and Brescia, will also withdraw, as will the Bologna and Trento Divisions of 21st Corps. Rommel plans to commence full withdrawal the following day. He says: “Not a single German soldier is to be left behind.” As many Italians as possible will be withdrawn but everyone knows most would be sacrificed.

In further north , Thompson’s Post was already be evacuated the day before by Axis, conceding the disputed ground to the Australians whose patrols capture it without loss

Meanwhile British assault continues towards evening. Anti tank gun position of German Lt. Ralph Ringler, commanding 10th Company, 104th Panzergrenadiers, is attacked by four British tanks near Rahman Track. The Germans have no explosive charges. The lead British tank rumbles over the company’s machine-gun post, and crushes it, burying the men inside. Another tank heads straight for Ringler’s position. The tank comes closer, then drives past Ringler. The German throws a grenade at the tank. It bounces off and explodes, doing no damage. The British tank commander grins at Ringler shouts “Near miss !” and roars on.

Ringler sees five of his men, led by a sergeant-major from the Russian front, run, hands up, to a British tank, and climb onto it in surrender. British infantry takes them behind and capture them.

As night falls on Alamein, German and Italian infantrymen clamber out of dugouts and form up in loose order to begin the retreat, moving past the Saucer in the dark.

Montgomery writes in his Memoirs “If British armour had any debt to infantry that debt was paid back fully on Rahman Track and Aquaqir battle with blood , heroism , sacrifice on 2nd November 1942”
Rommel writes his wife, Lucie, saying, “Very heavy fighting again, not going well for us. The enemy, with his superior strength, is slowly levering us out of our position. That will mean the end. You can imagine how I feel. Air raid after air raid after air raid!”

Also that evening, Rommel sends a message to Hitler at Rastenberg, outlining the desperate situation and asks a permission for withdrawal from Alamein to Fuka , 80 miles west. He also sends Captain Baum a fanatical Nazi and liason officer in Afrikakorps HQ to Rastenburg to persuade Hitler for that.
Meanwhile, Hitler, unaware of the new message, drafts and sends a telegram to Rommel. The message is picked up by British radio-interception and decoded at Bletchley Park before it can get to Rommel. Monty finds it interesting.


3 November 1942 - Eleventh day of Second Battle of Alamein

3 November 1942

At 1:15 a.m. at El Alamein, the 7th Motorized Brigade (of 1st Armoured Division) advances under artillery fire, and runs smack into Axis anti-tank guns. The guns wreck the British Bren carriers, and drive the men to ground. The British pull back. The British troops filter through New Zealand positions, looking exhausted.

Lumsden orders his tanks to “feel their way” forward. British tanks and South African armored cars drive forward just before dawn and run into minefields and anti-tank guns.

British communications break down in the chaos of battle. Lumsden believes his tanks are on their objectives. The Germans seem to be retreating. But Monty doesn’t know where. He chooses to press on with his offensive.

At the Saucer in further north, Australian troops crawl out of their positions to discover they can move about freely. Diggers walk into the nearest German positions to find them abandoned. They ransack them for souvenirs. The stubborn Australian defense of this position has been vital, tying down German troops while 8th Army maintains its attacks.

Montgomery orders his divisions to resume the attack at nightfall. First they must re-supply their guns and repair damaged vehicles.

Overhead, Allied aircraft fly hundreds of sorties against the Axis. American Middle East Air Force B-25s bomb tanks, motor transport, and supply dumps around the Rahman Track. RAF Desert Air Force P-40s fly escort and fighter-bomber missions to designatedAxis targets on Alamein front.

On the other side of the line, Rommel takes grim stock. RAF Desert Air Force continued to apply huge pressure. In what was its biggest day of the battle, it flew 1,208 sorties and dropped 396 short tons (359 t) of bombs in the 24 hours of 3 November. He is down to 30 tanks in the Afrika Korps. His infantry is slowly withdrawing as his last remaining anti-tank guns provide a defensive screen. At 9 a.m., he drives up to the coast and watches Italian supply and administrative units drive west along the Coast Road. At 10 a.m., he learns that British armor is still facing his anti-tank guns in the north, but not attacking. The British are apparently re-supplying their forces.

Now, Rommel believes, is the moment to withdraw. At 10:30, he makes the decision. The Italians will continue to withdraw, chasing their administrative tail. Ariete Division will come north. 15th and 21st Panzer Divisions will pull out when darkness falls, followed by German 90th Light, 164th Infantry Divisions , and lastly, the Ramcke Parachute Brigade and the Italian Folgore Parachute Division. The Luftwaffe must cover this with every available plane.

He drives back to HQ and fires off a signal to OKW directly. Never reminding himself or anyone that his insistance on over ambitious reckless drive towards east on Alexandria and Suez during previous summer campaign then sticking on same strategically debateble and impossible to defend resupply ground for four months , Rommel tells Berlin that the enemy has attacked with 400 tanks and driven 15 kilometers. Rommel’s forces cannot hold a coherent defensive front. The Italian troops are no longer battleworthy and their infantry are giving up positions without orders. Rommel has enough fuel to retreat to Fuka. That’s what he wants to do. Message to Rastenburg is serious enough : “The army’s strength was so exhausted after its ten days of battle that it was not now capable of offering any effective opposition to the enemy’s next break-through attempt … With our great shortage of vehicles an orderly withdrawal of the non-motorised forces appeared impossible … In these circumstances we had to reckon, at the least, with the gradual destruction of the army.”

German Lt. Ralph Ringler, commanding 10th Company of 104th Panzer Grenadier Regiment, diaries, “On the Telegraph road, the desert road from Sidi Abd el Rahman. It is morning again. I’m hungry and cold. Corporal Franken was blown to bits. It is growing lighter. The sun is piercing the smoke. The cold has passed but hunger remains. And now in addition comes thirst. We are here, a few grenadiers in our foxholes. Every 20 yards and in places at about 50 lie a few men. Two anti-tank guns, that is all. No. 9 Company must be somewhere to the left. Eight miles away is the sea, and behind us, nothing! And to the south, nothing! And facing us an armada of tanks. Will it be the end for me today too?” It was. By late afternoon Ringler and most of his men were captured by Black Watch infantrymen from 51st Highland Division.

Shortly before noon, Hitler’s message arrives at Panzer Army Afrika headquarters.
“It is with trusting confidence in your leadership and the courage of the German-Italian troops under your command that the German people and I are following your heroic struggle in Egypt. In the situation in which you find yourself there can be no other thought but to stand fast, yield not a yard of ground and throw every gun and every man into the battle. Considerable air force reinforcements are also being sent to C-in-C South. The Duce and the Comando Supremo are also making the utmost efforts to send you the means to continue the fight. Your enemy, despite his superiority, must also be at the end of his strength. It would not be the first time in history that a strong will has triumphed over the big battalions. As to your troops, you can show them no other road than that to victory or death.”

The message is signed: Adolf Hitler.

Captain von Helldorf gets the message at Panzer Army Afrika HQ and takes it through a maze of petrol cans and tents to Rommel’s aide, Col. Siegfried Westphal. Von Helldorf bursts in and says, “An order form the Fuhrer, Herr Oberst.”

“What does it say, Helldorf?”

“It’s the death warrant of the army, Herr Oberst.”

“What?” gasps Westphal. He seizes the message, reads it, and flings it on his map table. “Now they’ve gone completely mad back there.”

At that moment, a dust-covered Rommel arrives in his command tank. Westphal hands the telegram to the Desert Fox. “An order from the Fuhrer,” Westphal says.

Rommel reads the order. Everyone stares at the field marshal in silence. Rommel’s face muscles twitch. Then he places the telegram on the table, and stares out the window. The staff officers now read the message. Rommel goes on staring.

After a long silence, Westphal suggests an answer, “Retreat already under way.” Rommel shakes his head.

“It’s just a pep talk to keep up morale,” says Westphal. “Who knows how many days ago the damned thing was worded?”

Someone points out the date and time groupings on the message. It’s fresh. Westphal suggests Rommel ignore the order.

“So far I have always insisted upon unqualified obedience from my men…Even if they do not understand my orders or consider them to be wrong. Personally I cannot depart from this principle and I must submit to it,” Rommel says.

“That means the end of the army,” says Westphal.

“I am a soldier,” replies Rommel. If he obeys, Panzer Army (which already began to pull back from its advanced positions and in a limbo ground right now) must stand in place. And be utterly crushed by Montgomery’s forces. Rommel has already given orders to start the retreat. Rommel rings Von Thoma, who reports the Afrika Korps is down to 24 panzers, and must withdraw to regroup.
Rommel tells Von Thoma the Fuhrer order is to stand fast.

Von Thoma suggests temporizing, saying that “minor withdrawals or tactical adjustments” do not constitute disobedience.

Rommel says this is not practical. He has insisted on meticulous obedience from his own subordinates. To disobey the Fuhrer would set a bad example.

Wearily, Rommel reaches for a signal pad and starts drafting a reply to Hitler. He points out that German infantry losses are 50 percent, artillery 40 percent, and Italian Littorio and Trieste Divisions have been pretty much annihilated. Panzer Army Afrika must have permission to retreat before it is destroyed. This message will not travel by radio. Rommel hands it to Capt. Ingmar Berndt, his trusted aide, to personally deliver to Hitler.

Berndt is an unusual figure in all of World War II. He is an SS officer assigned to North Africa. He is not there to murder Jews - or anyone else. Berndt has been sent by the Propaganda Ministry to handle Rommel’s public relations, making sure that the German media has plenty of flattering stories and film clips of the Desert Fox leading victorious troops from the front. In doing so, Berndt has become a useful and trusted aide to Rommel, showing unflagging loyalty to the Desert Fox.

“Make our position quite clear to the Fuhrer and suggest that the African theater of war is presumably lost for us. Try and get full freedom of action for our armored divisions,” Rommel tells Berndt.
Next, Rommel starts firing off orders to his subordinates to halt the retreat. “I demand all possible efforts to be made to retain possession of the present battlefield, so that operations now in progress may be brought to a victorious conclusion.” Rommel knows this order will have little impact on his exhausted Italians, but might inspire his German troops.

Across the Axis area, order and counter-order reigns. Units that have not received the new orders continue to retreat. Road convoys are on the move. Dumps are being burned. The RAF continues to bomb Axis forces. Italian infantrymen ignore Rommel’s new order, and continue to retreat. As French journalist Georges Bellarde later remarked Italian Pavia and Brescia Divisions press gas pedal and disappeared.

As darkness falls, the Axis forces are unbalanced. German troops are uncertain of their roles, and rightly fear annihilation on open ground that was not entreched or fortfied. British passed theough inpenetrable Devil’s Gardens. Italian troops, demoralized and exhausted, seek to flee. German troops of the 164th Light Infantry Division move into their positions to support Italian infantry and fine them vanished. The line is too wide to hold. The 164th German Light Division’s commander decides to pull back to better positions in rear.

For Rommel, it is a dreadful evening. He walks up and down the desert sand, wretched and devastated. He has been loyal to Hitler for years - serving as commander of the Fuhrer’s headquarters unit, enjoying Hitler’s trust and support. Now the Fuhrer has ordered Rommel and his men to die in place. Westphal sends a staff officer to keep Rommel company.

“The Fuhrer must be a complete lunatic,” Rommel tells the aide. “He is determined from sheer obstinacy on a course that will lead to the loss of the last German soldier and one day, to the total destruction of Germany.”

Rommel scribbles in his diary, “What we needed was guns, fuel, and planes; what we did not need were orders to hold fast.” He adds, “I finally compelled myself (to obey Hitler’s order), because I myself have always demanded unconditional obedience from my soldiers and I therefore wished to accept this principle for myself. If I had known then what I later learned my decision would have been different: in the months to come we were repeatedly compelled to circumvent orders from the Fuhrer and the Duce to save the army.” (very convinient for him to recognize this and write it down after decisive phase of battle was over)

As the afternoon wears on, British, Australian, South African, and American bombers continue to harass German and Italian ground unit. The Luftwaffe sends in Me 109s and Me 110s to counterattack, and these run into British Hurricanes and Spitfires of Desert Air Force and intercepted before reaching over battlefield.

That afternoon, General Bernard Freyberg New Zealand division commander goes on a personal reconnaissance of the land ahead of his 2nd NZ Division, to find a route for their advance. Finding such a route, he orders 6th New Zealand Brigade and 5th New Zealand Brigade to advance, followed by 4th Light Armoured Brigade.

That evening, the 51st Highland Division prepares its new attack, designed to relieve 8th Armoured Brigade. Because of the proximity of the tanks, there is no artillery cover. 5th Indian Infantry Brigade would attack the track 4 mi (6.4 km) south during the early hours of 4 November, and at 06:15, 154th Infantry Brigade from 51st Highland Division would attack Tel el Aqaqir hill itself and clear rest of Aquaqir ridge.

The Highlanders ride into battle on Valentine tanks of 8th Royal Tank Regiment and run smack into anti-tank guns and machine-gun fire. 20 tanks blaze, and 27 tankers die. Wimberley learns that he could have provided artillery cover after all. 8th Armoured Brigade is not where it is believed to be. He is devastated and says so to his corps commander, Leese.

General Leese rallies Wimberley, saying, “Surely now you, Douglas, of all people are not going to lose heart!” Wimberley rallies, and makes sure his next two attacks have proper artillery cover and air support from Desert Air Force.

2nd New Zealand Division also gets some help, the tanks of 4th Light Armoured Division. Freyberg prepares to resume the attack at dawn.

By the time 5th Indian Brigade set off, Axis defenders had started to withdraw and Indian infantry objective was taken with virtually no opposition , severing Rahman Track. By the time 154th Highland Brigade moved forward in 01:00 on 4th November , although they met some shelling, the enemy had already left Tel el Aquaqir hill.