Operation SPHINX

Subconsciously, Adolf Hitler never seriously considered the invasion of the United Kingdom. With the Royal Navy guarding the Channel, it was nothing more than folly to believe any amphibious landing could succeed. At best, he could attempt to starve the Isles into submission with his U-boats, but that would take time and Hitler was far from content to leave an enemy at his back for too long. As such, after the armistice was signed with France, he addressed his Commanders-in-Chief on the subject of an alternative strategy intended to bring the stubborn Churchill administration to the negotiating table.

The keynote of his speech was contained in one sentence: “The direct invasion of England is nothing but folly, thus our efforts must be directed to the elimination of all factors that let’s them hope for a change in the situation.”

The United Kingdom’s only hope, he continued, lay in the intervention of the USSR or the United States. If the Soviet Union was eliminated, the balance of power in the Far East would shift towards Japan, and that in itself would serve to divert American attention away from the war in Europe. It followed, therefore, that the USSR must be crushed as quickly as possible, in one decisive blow. The whole Soviet system could be regarded as a ramshackle shed constructed with rotten timber; the Wermacht had only to kick in the door and the whole structure would collapse. If Russia was invaded in May 1941, the campaign could be concluded before the onset of winter five months later.

Many of those present were aware that the German Army was armed in breadth but not depth and was therefore unsuited to the protracted war that would ensue if the Fuhrer’s projection was incorrect. Among those who tacitly agreed with an alternative strategy to a British invasion was Grand Admiral Erich Raeder, Commander-in-Chief of the Navy.

Raeder’s Strategy

Like Hitler, Raeder was fundamentally dubious about the merits of an amphibious assault on England and concurred with the Fuhrer’s belief that Great Britain could only be brought down by indirect means. His own U-boat arm was achieving excellent results in the Atlantic, but unless a complete blockade was enacted around the British Isles, which could only be accomplished in the distant future, Churchill would never sue for peace. He suggested to Reichsmarschall Hermann Goering, Commander-in-Chief of the Luftwaffe, that the process could be accelerated by one or more of the latter’s Air Fleets concentrating on the complete destruction of the Eastern and Southern ports as well as the port Liverpool, rendering the United Kingdom unable to unload precious supplies depriving them of the capacity to wage war, or even support themselves, and so become more receptive to peace offers. When Goering resentfully ignored what he saw as an unwanted intrusion into his own affairs, Raeder took the matter to Hitler himself who, understanding the importance of such an action, ordered Goering to make the ports a priority target.

By the end of August, air superiority had been achieved over large swaths of Britain and her ports from Portland to Dover were in ruins with Liverpool struggling to remain functional, yet Churchill refused to come to the table inspiring his nation to fight on while behind the scenes he fought attempts to remove him from office.

Raeder, realizing an opportunity was presenting itself and understanding the respect the Kriegsmarine had garnered from Hitler after its success in the Norwegian campaign and in the Atlantic, obtained a private audience with the Fuhrer and outlined a further strategic option that was available.

Raeder began by agreeing that the problem of Churchill’s intransigence could not be solved by direct action. On the other hand, he pointed out, the British were at their most vulnerable in the Mediterranean, which provided them with a route to their empire and the oil-producing areas of the Middle East. By coincidence, it was the same area that an ally, Italy, was struggling to oust their shared enemy.

Observing Hitler’s curt nod, Raeder decided to emphasize the point.

“Vis-à-vis the military aspects of our alliance with Italy, these bear comparison with the Austro-Hungarian Empire alliance during the last war. In those days, you recall that we spoke of being shackled to a corpse. With great respect, Fuhrer, I suggest that a similar situation exists today.”

After a few moments of silent consideration, Hitler asked Raeder to develop his theme.

“Italy seems quite oblivious of her danger, even from a weakened foe,” the Grand Admiral continued. “Germany, however, must wage war against Great Britain with every means at her disposal, before British capacity for offensive action is restored. For this reason the Mediterranean question must be cleared up over the winter months. First, I propose that we secure our right flank by capturing Gibraltar, with Spanish assistance. Next, priority will be given to the capture of Malta, which will give us control of the Central Mediterranean sea lanes. We can then ship a suitable force to North Africa where it will be used as the spearhead of the Italian campaign to capture the Suez Canal. The advance will continue through Palestine and Syria, bringing us to the Turkish frontier. Turkey will be in our power and we shall be able to strike at the oilfields of Iraq and Persia. The Russian problem will then appear in a quite different light-and since all the evidence suggests that Russia is frightened of Germany, it is doubtful whether an advance against her in the north will then be necessary. This will avoid the necessity of a protracted war on two fronts. I believe that these measures will convince the British of their foolishness in further continuing the struggle, especially if U-boat bases can be simultaneously established in the Canary and Cape Verde Islands, so tightening our submarine stranglehold on their seaborne supply lines.”

Although Hitler’s reply was measured, Raeder could see that he had been won over.

“I agree with your general trend of thought, although there are a number of political difficulties that must be overcome at the highest levels. It has previously been agreed between Signor Mussolini and myself that the Mediterranean should remain his area of responsibility, and he is extremely sensitive on the subjects of his own personal prestige and honor. Nevertheless, I believe that Il Duce can be persuaded to cooperate if I offer to augment his New Roman Empire with the French colony of Tunisia. As for Spain, General Franco owes a debt both to Il Duce and myself for the considerable assistance with which we provided him during his Civil War. And with how the balance of power has shifted these past few months, I doubt he’ll disagree that the time has now come for him to repay that debt, however reluctant he might be. His reward will be the return of Gibraltar to Spain on the conclusion of hostilities, so fulfilling an historic Spanish ambition. In the circumstances, therefore, I shall order OKW to prepare an immediate feasibility study for discussion by Heads of Service and their specialist advisers in a week’s time.

Appreciation and Planning of Operation SPHINX

The conference assembled on 6 September. Hitler thanked Raeder for his ideas, which he said dovetailed neatly with his own thoughts on the subject. The new strategy would henceforth be known as Operation SPHINX and he would first welcome observations on the overall concept.

Field Marshal Walter von Brauchitsch, the Army’s Commander-in-Chief, immediately rose to his feet. Sensitive by nature, he disliked confrontations with the Fuhrer, whose towering rages could leave him shaken for days. He was, nonetheless, a dedicated professional and was prepared to stand his ground when necessary.

“Fuhrer, the document prepared by OKW makes no mention of the degree of resistance likely to be encountered from Vichy French forces when we pass troops through their territory into Spain,” he observed. “I believe the matter requires clarification.”

Hitler, the former junior NCO become warlord, was dismissive in his reaction:

“The matter has not been mentioned for the simple reason that is has no relevance! I have personally informed Marshal Petain that not only will the slightest resistance be ruthlessly crushed, but also that France as he understands it will cease to exist! Besides, the French have not forgotten the manner in which the British failed them at Dunkirk, and they will never forgive the Royal Navy’s destruction of their squadron at Oran, ostensibly to prevent it from falling into our hands. Anyone who imagines that the French will retain the slightest regard for their former ally is little better than a straw-head!”

Brauchitsch resumed his seat and Hitler asked the three service chiefs for their respective intelligence assessments of the overall situation in the Mediterranean. Raeder began, giving the estimated strength of the Royal Navy as being seven battleships, two aircraft carriers, eight cruisers, 37 destroyers, eight submarines and a small force of monitors and gunboats, divided between Force H at Gibraltar and Admiral Cunningham’s Mediterranean Fleet at Alexandria. Thanks to Italian air activity, the Royal Navy had been forced to abandon its base at Malta. The Italian Navy possessed six battleships, 21 cruisers, 50 destroyers and 100 submarines. Thus far, it had avoided a general fleet action with the Royal Navy, always turning away after the exchange of a few salvos. The Italian submarines had scored some successes, but these were not commensurate with their numbers. Air support for naval operations was provided by the Italian Air Force, which could put up over 2000 aircraft from airfields in the Central Mediterranean and Dodecanese Islands. Cooperation between the two services was said to be poor.

Brauchitsch reported that the British Commander-in-Chief, General Sir Archibald Wavell, had approximately 50,000 troops at his disposal, but these were thinly spread across a wide area stretching from the Syrian frontier to the Sudan. Of these, 36,000, were in Egypt, including the high-quality but under strength 7th Armored Division, the 4th Indian Division, a regular formation, and a handful of infantry brigades, one of which, because of anti-British feeling in Egypt, was always retained for internal security duties. The Italians had 200,000 men in East Africa, where, in August, they had occupied British Somaliland. In North Africa, Marshal Rodolfo Graziani had 250,000 men. Graziani’s army, consisting as it did of infantry divisions with insufficient motorized transport, was unsuited to a mechanized war, let alone a war in the desert. Its L3 tankettes were less useful than the obsolete PzKw I and apart from these the only armor available was a regimental-sized group of badly designed M-11 medium tanks, half of which were undergoing repair at any one time. The Italian artillery consisted of good quality troops, but much of its equipment was out of date. The general impression received by Colonel Hegenreimer, the German Army’s liaison officer in North Africa, was that the Italians disliked the desert and were scared stiff of the British; even quite senior officers spoke of their determination “to resist to the last,” which could hardly be described as a positive attitude.

“In the light of this,” Brauchitsch concluded, “I believe that on its own Graziani’s army is incapable of inflicting a defeat on the British; the reverse, however, seems likely at some stage, and it will quickly turn into a major disaster. For this reason alone I am in favor of implementing the proposed Mediterranean strategy.”

Reichsmarschall Goering informed the conference that when the Mediterranean War began, the Royal Air Force could muster only a handful of squadrons equipped with obsolete Bombay medium bombers, Blenheim light bombers and Gladiator biplane fighters. With the success the Luftwaffe had achieved over Britain itself, replacement craft had failed to augment the growing losses the Royal Air Force suffered within the region. There was no doubt in his mind that the RAF’s Middle Eastern presence would be wiped off the map during the first days of Operation SPHINX. Resources amounting to two Air Fleets would be transferred to the Mediterranean. Flying from bases in Spain, the Balearics, Sardinia, Italy, Sicily, Libya, and ultimately Egypt, the Luftwaffe would dominate the skies above the entire war zone. The vulnerable Stuka dive-bomber squadrons would again prove to be a decisive influence on land and at sea.

At this point an increasingly heated exchange took place between Raeder and Goering on the subject of torpedo bombers, or rather the lack of them. It was brought to an end by Hitler, who wished to examine each of Operation SPHINX’s major elements in greater detail.

For the attack on Gibraltar, Brauchitsch considered that the Spanish would provide most of the necessary infantry while the real task of reducing the fortress was left to the German heavy artillery. At his request, General Karl Becker, the Head of Artillery, told the conference that he intended using a concentration of super-heavy Bruno railway guns, firing across the bay from specially constructed spurs in the region of Algeciras. The caliber of these weapons varied between 238 mm and 283 mm, their shells weighed between 9400 and 15,000 kilograms and their range was between 20,000 meters and 36,000 meters. It was anticipated that there would be a heavy expenditure of concrete-piercing ammunition, not only because of the fixed nature of the defenses, but also because Gibraltar had virtually no natural water on the side of the Rock, draining into underground cisterns. It was anticipated that the Gibraltar garrison would be forced to capitulate in approximately three weeks.

Hitler, always interested in weapon technology, asked Becker whether it would be possible to incorporate any of the even heavier weapons under development into his plan. Becker replied that the Gustav 800 mm railway gun would not be ready for service until 1942. However, delivery of the first of several Karl 600 mm self-propelled mortars was scheduled for December; this could be accelerated and the weapon incorporated in the final stages of the siege.

The conference then turned its attention to Malta. It was believed that the invasion force would be screened from the British Mediterranean Fleet by the intervention of the Italian Navy and the German and Italian Air Forces. The invasion barges would be shipped south along inland waterways. Again, the amphibious version of the PzKw II and the “diving” versions of the PzKw III and IV, launched from landing craft to the sea bed to drive ashore using a floating air hose, could be used to spearhead the infantry’s own assault landing. For the sake of form, this would involve heavy Italian participation. Raeder expressed reservations at the small number of suitable landing sites, which would undoubtedly be heavily defended; furthermore, he felt that sea-bed conditions and inadequate beach exits might seriously inhibit the tanks’ contribution, and urged further intelligence-gathering on these subjects. He believed the operation would succeed, albeit at heavy cost.

Brauchitsch agreed with this assessment, but suggested that if the Luftwaffe made available Maj. Gen. Kurt Student’s 7th Parachute Division this could be dropped in the defenders’ rear prior to the main landing. This would undoubtedly cause chaos and confusion and reduce the degree of resistance that would be encountered on the beaches, especially if a second division could be air-landed once an airfield had been secured. The problem was the high-risk nature of such operations.

Goering indignantly countered that his paratroopers would willingly accept any risks involved-had they not done so when Holland was overrun in May, thereby rendering the Army’s task that much easier? True, the airborne invasion of an island had never been attempted before, but Student’s division was equal to the task. As he understood the situation, the island’s garrison amounted to little more than the equivalent of two brigades, including low-grade fortress troops and unemployed seamen, with only a few light tanks in support.

Despite the Reichsmarschal’s bombast, Hitler adamantly disagreed with the use of German troops save in a subsidiary role, especially not if their chances for success were grim. If Malta was to be an Italian possession after the battle, then let Italy make the sacrifices neeeded to seize it. He would not risk his mean unnecessarily for Mussolini’s glory.

Finally, the conference turned its attention to the third phase of Operation SPHINX, participation in the North African campaign. Maj. Gen. Wilhelm Ritter von Thoma had just returned from a fact-finding mission to the Western Desert. Given the Royal Navy’s present command of the sea, he said, it would be impossible to support a large German contingent as well as a major portion of the Italian Army. At this stage, he felt that the appropriate German contribution should be four armored or mechanized divisions since this was the minimum required for success and the maximum that could be maintained in the field. Once the British had been deprived of their naval supremacy, he added, it would be possible to reinforce these formations with others, should it prove necessary to do so.

Unknown to many at the conference, further aid would be granted by Rashid Ali al-Gaylani, Prime Minister of Iraq, who had opened communications with Germany, through Italy, asking for aid in an Iraqi uprising against the British presence in country. Realizing how such a rebellion would create chaos at the British rear tying down numerous soldiers, Hitler sent German Foreign Minister Joachim von Ribbentrop to conclude a deal with the Vichy French government to release war materials, including aircraft, from sealed stockpiles in Syria and transport them to the Iraqis. The French also agreed to allow passage of other weapons and materiel as well as loaning several airbases in northern Syria, to Germany, for the transport of German aircraft to Iraq. By the October about one-hundred German and about twenty Italian aircraft landed on Syrian airfields. Plans to send further German aid were still in the planning stages.

The question of who was to command the German contingent in North Africa then arose. Several names were proposed, but Hitler was unwavering in that his own nominee, Maj. Gen. Erwin Rommel, should be promoted and appointed. General Franz Halder, the academic-looking Chief of Army General Staff, objected on the grounds that Rommel was an opportunist and an ungovernable subordinate. Hitler retorted that during the last war Rommel’s opportunism had resulted in the capture of 9000 prisoners and 81 guns within one three-day period; and as, again for the sake of form, he would be nominally answerable to Mussolini’s Comando Supremo, an ungovernable subordinate was exactly what was required.

Hitler then closed the conference with instructions that the first phase of Operation SPHINX should commence in six weeks’ time.

Hitler and Mussolini Confer

During the evening of 6 September 1940, Hitler traveled to the Brenner Pass for a personal discussion with Mussolini. The latter was at first somewhat taken aback by the revised German strategy but accepted that, once successful, it would leave Italy in an unassailable position as the major power in the Mediterranean. He agreed to cooperate provided his own pivotal role and that of the Italian armed services was duly recognized, simultaneously insisting that Malta as well as Tunisia should become Italian colonies. Hitler agreed without hesitation and assured his fellow dictator that his only concern was the consolidation of the Axis alliance. Mussolini also confided in Hitler that Italy was planning an offensive into Egypt within the week and was certain that the war in Egypt would be over before German forces were even required. On hearing this, Hitler decided to make a major change to Operation SPHINX that would alter the entire campaign.

At the diplomatic level there was little more to be done, since he had already held a secret meeting with General Franco and secured a promise of Spanish cooperation, at least insofar as Gibraltar and the Canaries were concerned.

Britain Forewarned

German preparations, cloaked under a strict security blanket, went ahead with speed and efficiency. They were, however, detected almost at once by several British intelligence agencies. The Y intercept service and ULTRA picked up a steady stream of references to codenames SPHINX 1 and SPHINX 2, and, to a lesser extent, SPHINX 3. After several days it became clear that SPHINX 1 referred to the passage of German troops and Luftwaffe units into Spain. SPHINX 2 intercepts mainly concerned the redeployment of substantial Luftwaffe elements to Italian airfields in the Central Mediterranean. The purpose of SPHINX 3 remained unclear at first, but by extending the projection of the first two phases the inescapable deduction was that it referred to German involvement in the North African campaign.

These conclusions were reinforced by other intelligence sources. The Luftwaffe was visibly thinning out in Northern France, Belgium, Holland, Denmark, and Norway. French agents reported the complete disruption of the civil rail network between the Rhine and the Pyrenees. An unexpected source of information proved to be the Soviet Embassy in Lisbon, which administered an extensive network of spies across the border in Spain, recruited among communist supporters who bitterly resented their defeat in the recent Civil War. Numerous railway guns and trains carrying pre-fabricated track were crossing Spain from north to south, accompanied by troops who wore Spanish uniforms but were undoubtedly German. Extensive railway construction work was taking place around Algeciras, a fact confirmed by air reconnaissance flights from Gibraltar. This major intelligence coup was in turn totally eclipsed by another. The British Military Attache in Berne reported that he had been given complete details of the entire SPHINX plan by a source with high-ranking anti-Nazi contact within OKW itself. The man, who preferred to be known as “Lucy,” was himself an anti-Nazi German who was now a Swiss citizen. He had previously supplied information regarding the German invasions of Norway, Denmark, and Western Europe and this had proved to be completely accurate, although it had not been acted upon.

The information was relayed to London where, at a meeting of the War Cabinet on 23 September, it was accepted unanimously that Hitler had decided to shift emphasis of the war to the Mediterranean. Informed by his chief staff officer, General Sir Hastings Ismay, that Gibraltar could not be expected to resist for long, Churchill expressed deep anger but accepted the reality of the situation. Force H was to remain until the last possible moment, then take part in the capture of the Canaries with a task force that would be formed at once. He vowed that Malta would be defended to the last and gave orders for the garrison to be reinforced. In the Western Desert the situation was under control and the removal of a German invasion threat had permitted the dispatch of three armored regiments, including one equipped with heavily-armored Matildas, around the Cape to Egypt, where they would arrive in October.

Secretly informed by Hitler of coming actions against Britain, and hoping to further spread the Empire thin, Japan and Argentina made moves that further rocked England’s already struggling defense. Argentina seized all British property within their borders and began making demands for the turning over of the Falkland Islands, openly mobilizing their forces to show what the alternative would be if England refused. On the other side of the globe, Japan ordered the British to stop supplying the Nationalist Chinese with arms and support and if they didn’t, Japan would act in its own self-interest. Worse, when Britain did not immediately act on either of these instances, Greece and Turkey sensed an opportunity and began making competing claims on Cyprus. Churchill and his administration were paralyzed. Fighting the Germans was difficult enough, but these new threats brought greater danger to the survival of the empire. The British knew they could ill afford a war with the Japanese at this moment or any other power, but they could not grant concessions without appearing weak and thus giving encouragement to other powers to press claims on them. Already the Australians were refusing to send further reinforcements due to the threat of Japanese forces with other Dominion forces becoming reluctant to send forces to Britain’s aid.

On 10 October, unknown to its commander, Admiral Somerville, Force H, consisting of the battleship Barham, the carrier, Victorious , two cruisers, and three destroyers, performed its last mission in the Mediterranean, carrying some 2000 reinforcements from Gibraltar to Malta. On his return to Gibraltar, Somerville was ordered to keep his ships at instant readiness but not informed of the reason.

During the afternoon of 14 October the Mediterranean Fleet’s carrier Illustrious, escorted by cruisers and destroyers, was approaching a point 170 miles south of the heel of Italy from which her Swordfish torpedo bombers were to launch a strike against the Italian battle fleet, snug in its harbor of Taranto. At about 1600 hrs it was apparent that the force had been detected by an enemy maritime reconnaissance aircraft and an hour later the first Italian bomber squadrons arrived overhead. As usual, their attack was delivered from high altitude and caused little damage. At 1730 hrs, however, large numbers of German Ju-87 dive bombers appeared on the scene, pressing home their attacks with such determination that the ships were forced to take violent evasive action.

“These people were an altogether different proposition,” recalled the captain of the destroyer Swordsman. “They were professionals and they knew their business, boring down through our flak until it seemed they could hardly miss.”

Two comparatively small bombs struck Illustrious on the flight deck, tearing jagged craters in the plating and jamming the lift. The damage could be repaired but clearly the planned strike against Taranto could not proceed. As the aircraft droned off into the gathering dusk the carrier and her escorts turned away for Alexandria. One destroyer, her boilers burst by a direct hit, was under tow, and the rest of the ships all showed signs of superficial damage caused by near misses. German losses amounted to five dive-bombers shot down and a similar number damaged.

Hitler’s Last Minute Changes

Hitler hastily called his staff together 9 September to inform them that he was altering Operation SPHINX. Upon hearing of Mussolini’s intended drive into Egypt within the week, he ordered an earlier deployment of German forces to take the fullest advantage of the situation on the ground with . There was trepidation that Mussolini, without German troops to stiffen his soldiers’ backbone, would invite a British counterattack that might cost Italy the whole of Libya. Hitler had little faith in Italian soldiers and was not willing to abandon the opportunity to seize the rich oil fields in the Middle East. Knowing how this would complicate logistics, Brauchitsch tried to reassure him that the Italians easily outnumbered the British 5-1, Hitler countered, “Fleas may outnumber dogs, but I know which I prefer!” Fearing a confrontation, Brauchitsch reluctantly assented as long as it was agreed that SPHINX 3 would not be initiated until after SPHINX 2 had been completed.

Rommel Lands

30 September 1940, Rommel arrived in Libya at Tobruk with the initial forces of the 5th Light Division. Asking to be taken to the front, he toured the Italian fortified positions in Egypt and queried them as to why their drive had faltered and a static defense erected. “Had British resistance been staunch?” What he discovered was a reluctant leadership and demoralized soldiers unsure of success and not wanting anything to do with their current operation. Unwilling to sit still and yearning for immediate action, Rommel decided it was up to him to season these men and build their spirits and morale through combat. They feared the enemy. He’d give the enemy reason to fear them.

Franco Threatens Gibraltar

At about this time Franco closed the border with Gibraltar and his ambassador to London delivered an ultimatum demanding the immediate return of the fortress to Spanish jurisdiction. This was rejected out of hand. The following morning “Lucy” confirmed that SPHINX 1 would begin at 0300 on 18 October.

During the evening of 17 October a grim-faced Admiral Somerville returned aboard his flagship in Gibraltar carrying sealed orders. Shortly after dark Force H, which had been reinforced with the battle cruiser Renown, weighed anchor and disappeared into the Atlantic spaces. Within the town itself, civilians were shepherded into air raid shelters and the garrison stood to.

Promptly at 0300 hrs the German guns opened fire across Algeciras Bay, supplemented by Spanish medium and field artillery firing from positions further south. The British guns, emplaced for coastal defense, could make little effective reply. By noon, the town had become an inferno and the airstrip, dotted with the pyres of the few remaining aircraft, was pitted with craters and unusable.

Franco had nonetheless already begun to have doubts regarding the wisdom of his action, for Force H, lying below the horizon of Cadiz, had struck back hard. Flying low out of the pre-dawn darkness to the west, Victorious’ Swordfish penetrated the harbor before its sleepy defenders could marshal their thoughts. Jinking through wild and inaccurate anti-aircraft fire, the slow torpedo bombers scored fatal strikes at the cruisers Reconquista, El Cid, San Cristobal, and San Francisco d’Assisi, sending them to the bottom. Four destroyers were also sunk and a tanker set ablaze. Five minutes after the aircraft had left, 15 in shells from Barham and Renown began to slam into the dockyard, the destroyer anchorage and the submarine berths. Half an hour later Force H turned away, leaving the vast harbor littered with wrecks. Four cruisers, five destroyers and two submarines had been sunk; a further cruiser, two destroyers and three submarines had sustained serious damage; smoke and flames belched from the burning tanker and oil storage tanks ashore; the dockyard facilities had been reduced to a tangle of twisted steel and rubble; and some 1500 seamen had died. It had taken just 90 minutes to reduce the Spanish Navy to virtual impotence and during that period the nature of air-sea warfare had changed irrevocably. British losses amounted to a single Walrus spotter aircraft, shot down after a protracted duel with three Spanish fighters that reached the scene as Somerville withdrew.

Gibraltar held out for four weeks. Casemates, galleries and bunkers in the Rock were methodically cracked open and smashed by the German guns. After the first ten days General Julio Sanchez de Cordoba, in overall command of the operation, mounted an infantry attack along the isthmus linking the Rock with the mainland. This stalled in an unexpected minefield and was then shot to piece by troops dug in amidst the rubble of the town. The assault was not repeated. The end became inevitable when the concrete catchment areas were smashed up, fouling the water cisterns below. On 15 November Cordoba sent in a flag of truce, offering to grant the honors of war. Unable to resist further, and wishing to spare the Gibraltarians further suffering, the Governor accepted. The following day, their Colors burned and their weapons rendered useless, the 700 men of the garrison still on their feet marched out and the Spanish took possession of the ruins that were their prize.

The Iraqi Rebellion

On the cusp of the Iraqi Rebellion, the British had a limited presence in country. In accordance with the Anglo-Iraqi Treaty, the British Royal Air Force had been allowed to retain two bases; RAF Shaibah, near Basra, and RAF Habbaniya, between Ramadi and Fallujah. Air Vice-Marshal H. G. Smart was the commander of RAF Habbaniya and Air Officer Commanding of all RAF forces in Iraq. The bases in Iraq had a dual role: protecting Britain’s oil interests and maintaining a link in the air route between Egypt and India. In addition RAF Habbaniya was also a training base and was protected by a small detachment of RAF ground forces and locally raised Iraqi troops.

On 18 October, Rashid Ali al-Gaylani, along with four top level Army and Air Force officers; known as the “Golden Square,” seized power via a coup d’état and Rashid proclaimed himself Chief of the “National Defense Government.” He did not move to overthrow the monarchy and named a new Regent to King Faisal II , Sherif Sharaf. The leaders of the “National Defense Government” proceeded to arrest many pro-British citizens and politicians. However, a good number of those sought managed to escape by various means through Amman in Transjordan.

The immediate plans of Iraq’s new leaders were to refuse further concessions to the United Kingdom, to retain diplomatic links with Fascist Italy and publicly reopen ties with Nazi Germany, and to expel most prominent pro-British politicians from the country. The plotters of the coup considered the United Kingdom to be weak and believed that its government would negotiate with their new government regardless of its legality. That same day, Rashid Ali, on behalf of the “National Defense Government,” asked Germany for military assistance in the event of war with the British. Ultimately, Rashid Ali attempted to restrict British rights guaranteed under Article 5 of the 1930 treaty when he insisted that newly arrived British troops be quickly transported through Iraq and to Palestine.

From the outset, British Prime Minister Winston Churchill advocated the non-recognition of Rashid Ali or his illegal “National Defense Government.” Yet when reinforcements were requested by those few British forces in country, their request was rejected by Air Officer Commanding in the Middle East Sir Arthur Longmore. At this point in the war, the situation developing in Iraq did not figure highly in British priorities compared to the coming battle in North Africa.

The British Chiefs-of-Staff, with the vocal support of the Commander-in-Chief, India General Claude Auchinleck, were in favor of armed intervention. However the three Commander-in-Chiefs, of the British armed forces in the Middle East and eastern Mediterranean area, already heavily committed with fighting in Libya and in East Africa, suggested the only forces they would be able to use against Iraq was a single battalion of infantry, based within Palestine, and the aircraft already based within Iraq. However, General Archibald Wavell, Commander-in-Chief of Middle East Command, informed London that the current situation prevented him from sparing the one battalion in Palestine and urged for firm diplomatic action, and possibly a demonstration of air strength, to be taken rather than military intervention.

Attempts to divert Indian forces meant for Malaya were denied with the growing Japanese presence in Indochina as well as the belligerent attitude that Thailand had begun to pose, thus leaving Iraqi forces unopposed.

Matters were not helped by the Soviet Union’s recognition of Rashid Ali’s Iraqi government or by Turkey’s attempts to move into the Mosul area to “safeguard” the oil wells there in the case of conflict, this action prevented only by German intervention.

From October 18-25, German forces shipped materiel through Syria, into Mosul. The Iraqis took delivery of 15,500 rifles, with six-million rounds of ammunition, 200 machine guns, with 900 belts of ammunition, and four 75 mm field guns together with 10,000 shells. Two additional deliveries were made, which included eight 155 mm guns, with 6,000 shells, 354 machine pistols, 30,000 grenades, and 32 trucks.

On 20 October Luftwaffe Colonel Werner Junck received orders that he was to take a small force to Iraq, where they were to operate out of Mosul. The British quickly learned of the German arrangements through intercepted Italian diplomatic transmissions. Between 24 and 29 October the aircraft arrived in Mosul via Vichy French airbases, in Syria, and then commenced regular aerial attacks on British forces. The Luftwaffe force, under the direction of Lieutenant General Hans Jeschonnek, was named “Flyer Command Iraq” (Fliegerführer Irak) and was under the tactical command of Colonel Werner Junck.

On 25 October, the first squadron of Luftwaffe planes arrived at Mosul via Syria. On 29 October, an aircraft carrying Major Axel von Blomberg flew from Mosul to Baghdad. Axel von Blomberg was part of the military mission to Iraq which had the cover name “Special Staff F” (Sonderstab F) commanded by General Hellmuth Felmy. Axel von Blomberg was tasked with heading up a Brandenburgers Commando reconnaissance group in Iraq that was to precede Fliegerführer Irak. Axel von Blomberg was also tasked with integrating Fliegerführer Irak with Iraqi forces in operations against the British. He would prove important to the Iraqi war effort.

At 03:00 hours on 25 October, RAF Habbaniya was warned by the British Embassy that Iraqi forces had left their bases, at Baghdad, and were heading west. The Iraqi force was composed of between 6,000–9,000 troops with up to 30 artillery pieces. Within a few hours of RAF Habbaniya being warned, Iraqi forces occupied the plateau to the south of the base. Prior to dawn, reconnaissance aircraft were launched from RAF Habbaniya and reported that at least two battalions, with artillery, had taken up position on the plateau.

By 26 October, the Iraqi forces, supplemented by German soldiers, surrounding Habbaniya had swelled to an infantry brigade, two mechanized battalions, a mechanized artillery brigade with 12 3.7-inch howitzers, a field artillery brigade with 12 18-pounder cannons and four 4.5-inch howitzers, 12 Crossley six-wheeled armored cars, a number of Fiat light tanks, a mechanized machine gun company, a mechanized signal company, and a mixed battery of anti-aircraft and anti-tank guns. This totaled 9,000 regular troops along with an undetermined number of tribal irregulars and about 50 guns.

At 06:00 hours, an Iraqi envoy presented a message to the Air Officer Commanding, Air Vice-Marshal H. G. Smart, stating that the plateau had been occupied. The envoy also informed Air Vice-Marshal Smart that all flying should cease immediately and demanded that no movements, either ground or air, take place from the base.

British reconnaissance aircraft, already in the air, continued to relay information to the base; they reported that the Iraqi positions on the plateau were being steadily reinforced, they also reported that Iraqi troops had occupied the town of Fallujah.

At 07:30 hours, the Iraqi envoy again made contact with Air Vice-Marshal Sharp and told him that if his craft did not land immediately the base would be attacked. Meanwhile, Iraqi forces had now occupied vital bridges over the Tigris and Euphrates rivers as well as reinforcing their garrison at Ramadi; thus effectively cutting off RAF Habbaniya except from the air.

When Sharp did not immediately call his craft down, Iraqi artillery began shelling the base. Luftwaffe aircraft engaged the RAF and bombed the airfield destroying the sole water tower and power station crippling resistance at Habbaniya in one blow. Air Vice-Marshal Smart was forced to surrender the base and its force of 2,500 men. This was an open act of war, but Churchill was occupied elsewhere.

Battle of Cape Matapan

In the meantime, the world’s attention had shifted to the Central Mediterranean. Hitler and Mussolini, satisfied with the progress made at Gibraltar, had sanctioned the start of SPHINX 2 on 29 October. Two days later, Admiral Inigo Campioni led the Italian battle fleet to sea with specific orders to bring Cunningham’s Mediterranean Fleet to battle and so screen the paratroop drop and seaborne landings on Malta, which would take place on 31 October and 1 November respectively. Cunningham, fully aware of what was happening, was already steering towards Campioni, and the two fleets came in sight of each other at 0900 hrs on 1 November, approximately 100 miles south-west of Cape Matapan. In this, the first major encounter between battle fleets since Jutland, both sides possessed an equal number of battleships, Campioni with Littorio, Vittorio, Veneto, Giulio Cesare, and Conti di Cavour. And Cunningham with Valiant, Malaya, and Ramillies. The Italians deployed the greater number of cruisers and destroyers, although to some extent this was balanced by the presence of the patched up Illustrious.

Campioni began the battle by turning to port, hoping to cross the British T. His move, however, was premature, for Cunningham merely adjusted his own course a few points to port and concentrated the entire weight of his fire against Giulio Cesare, bringing up the rear of the Italian line. Within minutes, hits were being obtained regularly and the ship staggered out of line, clearly ablaze. Fearing that Cunningham would cut him off from his base, Campioni hastily reversed course and, leaving three cruisers to escort the stricken Giulio, ran parallel with the British line, while the cruisers and destroyers of both sides engaged in a high-speed melee. Both battle lines now began to sustain punishment, although the weight and accuracy of the British gunnery was superior. The issue was decided when Illustrious’ Swordfish, attacking from the Italians’ disengaged side, managed to put three torpedoes into the Littorio, albeit at the cost of most of their number. Belching smoke, the battleship heeled rapidly to starboard, rolled over and sank. Campioni ordered some of his destroyers to attack with torpedoes while the rest created a smokescreen, under cover of which the remainder of his fleet escaped to the north. Although three of their ships were blown apart under them, the Italian destroyer captains pressed home their attacks with suicidal courage, breaking through the screen of escorts to launch their torpedoes. Two of them found their marks on Valiant and Malaya as they turned cumbrously to comb their tracks. Neither was in immediate danger of sinking, but their speed was seriously reduced and Cunningham ordered them to return to base while he continued the pursuit. This, he knew, could not be maintained for long as he was now well within range of the enemy’s protective air umbrella.

Sure enough, at about 1430 hrs large numbers of German and Italian aircraft arrived overhead. After both his remaining battleships had been hit several times, and a cruiser and two destroyers severely damaged, he turned for home. Shortly after dusk a flickering glow on the south-eastern horizon betrayed the burning Giulio and she, together with her escorting cruisers Pola, Zara, and Fiume, suddenly and starkly illuminated by searchlights, were battered into sinking wrecks in a sudden blaze of gunfire. Cunningham, cheered into Alexandria, was satisfied that he had drawn the teeth of the Italian battlefleet. His own losses amounted to two destroyers and a cruiser, but, against this, all his capital ships and many other vessels required heavy repairs that would take time to complete.

Invasion of Malta

At dawn the seaborne invasion force, consisting of one German and two Italian infantry divisions, began coming ashore under cover of naval gunfire support provided by the battleships Caio Duilio, Andrea Doria and their escorts. In areas where the tanks were unable to get ashore or leave the beach the infantry remained pinned down. At Bugibba, however, a scratch force led by ten tanks was able to drive inland and break through.

From this point on, the scales began to tilt against the British. Lacking air support or adequate armor, they were forced steadily back during the next week. One brigade, cut off at Medina, surrendered when its ammunition ran out. A final stand was made in the ancient fortifications of the Knights of St. John at Valetta, but by 10 November the island was firmly in German and Italian hands.

Rommel’s Drive into Egypt

On 1 November 1940, Rommel had decided that his forces were strong enough for the drive into Egypt with Mersa Matruh serving as the initial thrust. In command of two hastily reorganized divisions, renamed Panzer Group Afrika, and supplemented by six Italian divisions, he decided it was time to take the offensive. This decision met with some criticism, as an advance into Egypt meant a significant lengthening of the supply lines. It also meant that Luftwaffe support would not be available until after Malta was secured.

Rommel drove eastwards and initially little resistance was encountered, what British forces they met skirmishing briefly before withdrawing. Apart from fuel shortages, the advance continued until contact was initiated with British 7th Armored and 4th Indian Divisions at Mersa Matruh. After a series of violent battles, with Rommel personally commanding a contingent of German 88s against an oncoming wave of British armor, O’Connor fell back to Mersa Matruh and the fort was encircled on 5 November. The fortress eventually fell on 8 November, yielding enormous amounts of supplies and equipment, in addition to 15,000 POWs. Those who escaped rushed east, disorganized and leaderless, the burnt out hulks of their tanks and vehicles littering the sands. Though Rommel had taken serious losses, he considered them reasonable with Alexandria and Cairo now open before him.

By 10 November, with Malta in Axis hands, British communications across the Mediterranean ceased. General Wavell was on his own except for what reinforcement could come around Africa. Italian convoys, practically unmolested now, were now capable of pouring supplies and reinforcements into North Africa which meant that the balance of power had clearly shifted. Much of Flieger Korps II was transferring to airfields in North Africa to support Rommel’s drive east into Egypt. Invigorated by his victory at Mersa Matruh, Rommel’s command group quickly drove through the narrow bottleneck between the sea and the Qatarra Depression to a place called El Alamein.

The situation fell apart largely due to Wavell’s planning. After being briefed about Operation SPHINX by Churchill, and believing German forces would not strike east until after Malta was taken and all four divisions had landed, Wavell planned accordingly. Deciding that Palestine and Egypt would not withstand a German assault, Wavell’s Operation Compass called for O’Connor, with 7th Armored and 4th Indian Divisions, to attack the Italian fortified camps and to drive them back across the Egyptian border before the Germans had a sizable presence, and then to divert British forces up the Nile en masse. O’Connor’s forces had been building up at Mersa Matruh for this thrust when Rommel surprised them in mid-action. What was worse, Wavell had kept the three armored regiments sent by Churchill in Cairo in reserve to serve as a spoiling action against German forces to cover their retreat. What Wavell had not counted on was the early German assault or the success of Rommel. Caught off guard, and with nothing standing between the capital and German forces, the situation rapidly spiraled out of control. In order to buy time, Wavell ordered two armored regiments west to hold Rommel while he prepared to withdraw south.

With Rommel rampaging forward and the British defense becoming untenable, the Egyptian Army, serving a theoretically neutral state, rose in revolt against the British, adding shambles and farce to catastrophe. Thousands of British troops and civilians were trapped and hundreds murdered as the uprising spread up and down the Nile Valley, for it had been well planned by a group of able and disgruntled Egyptian officers who had seen opportunity in Britain’s weakness after Dunkirk and refused to allow an Italian Army to occupy their nation. The Mediterranean Fleet, crammed with refugees, abandoned its base at Alexandria two days ahead of Rommel on 12 November and passed through the Suez Canal into the Red Sea.

Cairo not so much fell as was simply occupied by the Germans on 21 November. By then, it made little difference to the thundering chaos of the collapse of British power in Egypt. The arrival of the Germans did, however, put a sudden end to the bloodier strands of the chaos, the atrocities against British prisoners and civilians. Rommel made an example of one exceptionally zealous Egyptian officer when a German firing squad shot Captain Gamal Abdel Nasser against his own barracks wall. And Mussolini arrived in Cairo almost before Rommel and certainly before the Italian Army. Il Duce immediately began planning his victory parade and a performance of Verdi’s Aida at the Pyramids.

The Axis Options

The adrenaline of conquest was coursing strongly through Hitler’s veins as he surveyed his achievements, ominously likening them to his most intimate companions as milestones on an inevitable road of historical progression. His views on the Soviet Union remained precisely what they had been prior to SPHINX and he was now in a far better position to destroy the ramshackle Bolshevik empire whenever he chose.

Around the world, Japanese officers in Tokyo had watched the progress of SPHINX closely and, possessing as they did the finest carrier striking force of the day, they had been particularly impressed by the results of the Royal Navy’s attack on Cadiz. Regarding Singapore and Malaya, most considered that pre-emptive strike was desirable, sooner rather than later, if Japan was to obtain access to the raw materials she needed to pursue her war with China.


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