Excerpts from ‘The War in France and Flanders 1939-1940’ as they relate to the 2nd Battalion Lincolnshire Regiment

The following excerpts are from ‘The War in France and Flanders 1939-1940’ by Major L. F. Ellis as they relate to the 2nd Lincs.

On the 14th at about 7 pm the Germans made the first of a series of attempts to capture Louvain where Major-General B. K. Montgomery’s 3rd Division held the front (Dyle Front) . The 9th Brigade’s front line units comprising of the 2nd Lincs, 2nd Royal Ulster Rifles (2nd RUR) and 1st King’s Own Scottish Borders (1st KOSB). Battles continued through the 15th May.

Following break downs in communications pertaining to withdrawing Belgian armies at around 8am on the 18th May II Corps were engulfed by the enemy forces who were pressing forward in pursuit with nothing to oppose their approach to the Dendre  River except the misinformed flank guard (II Corps).

The withdrawal to the Escaut had begun during the 18th and continued during the early hours of the 19th while the rearguards were falling back in daylight.

By midnight on the 19th/20th the withdrawal was completed and various adjustments ordered so that finally by the early morning of May the 21st the front would be held

At this point the 9th Brigade’s units at the Escaut Front comprised the 2nd Lincs, 2nd RUR and 1st KOSB. Artillery ammunition was running short and II Corps orders were issued restricting its use to five rounds per guns per day. On the 21st there was some activity on the 3rd Division’s front, but pressure was less severe and all attempts to cross the river there were frustrated.

By the evening of the 22nd of May the danger of the Allies’ situation was indeed greatly aggravated. It was to be the last day on the Escaut and in the southern and central sectors it passed comparatively quietly. Enemy concentrations in preparation for attacks in those sectors were at several points broken up by our artillery fire, and all attempts to cross the river were repulsed. At night, withdrawal to the old frontier positions which had been ordered was carried out, carrier platoons and machine-gun battalions playing a useful role a rearguards

During the night the withdrawal was completed and on the 23rd the British Expeditionary Force was again holding the frontier between Maulde and Halluin. The defence works so laboriously constructed during the winter were now valuable.

The War In France And Flanders 1939 1940 1

The War In France And Flanders 1939 1940 1

During the 23rd the moves necessary to effect the new disposition of the British Expeditionary Force continued. On their completion the shortened front, which followed the frontier defences from Bourghelles to Halluin on the Lys, would be held by four divisions with II Corps 3rd and 4th Divisions on the left.

The position in regard to rations was less good and on the 23rd the British Expeditionary Force was put on half rations. But here again local purchases often made it possible to supplement official supplies, and where the local population had fled troops could augment rations without much difficult or any expense ‘off the country’

On the 24th of May there seemed at first to be a lull in the gathering storm. The enemy, following up the allied retirement from the Escaut to the French frontier, made contact along the whole position but was not yet in the necessary strength for a serious attack. The rest of the eastern front had an uneventful day.

By the end of the day the 3rd and 4th Divisions of II Corps and I Corps had responsibility for the main frontier line facing east. The British Expeditionary Force and the French First Army were now confined to a long promontory stretching southwards from the coast for some seventy miles, at the widest point only twenty-five miles across and at the narrowest only thirteen. Against it flooded a rising tide of German forces.

The planned system of communications was disordered. Supplies were hard to come by and harder to distribute when there was no time to organise the normal means of distribution. The wonder is not that some things went wrong, but that so much went comparatively well.

Information on the morning of the 25th was enemy penetration on the Belgian front everywhere exceeds one mile  At half past six the 12th Lancers were ordered to watch the left flank of II Corps north of the River Lys and to get into touch with the Belgian forces on the Halluin–Ypres area. By nine-forty that morning the Lancers made contact with the enemy near Lendelede and touch was established with II Corps south of the Lys Canal and with the Belgians near Iseghem. They found that Courtrai was still held, but the enemy had crossed the canal near Harlebeke and were advancing westwards on the north bank; enemy infantry were also met in Moorseele.

The British II Corps, urged the importance of strengthening the left flank to cover the gap that was opening towards Ypres for German plans captured by the 3rd Division confirmed the seriousness of the attack that was beginning.

By Sunday 26th May  the BEF was indeed in a desperate situation, more desperate even than bare facts revealed. The plan was that the First Army, the BEF and the Belgian Army will regroup progressively behind the water-line demarcated by the Aa Canal, the Lys, and the ‘Canal de Derivation’ so as to form a bridgehead covering Dunkirk in breadth.

To prevent the enemy from sweeping round the left flank between the BEF and the sea  to fill the gap which the Belgian withdrawal northwards was creating the 5th and 50th Divisions were dispatched to the danger spot.

On this evening the opening moves were made in the withdrawal of the British Expeditionary Force to the Lys. Eventually they were to lead to Dunkirk

In the evacuation of non-fighting troops already in progress the Navy had begun by using Boulogne, Calais, Dunkirk and Ostend, and by midnight on the 26th of May they had brought to England 27,936 men who were no longer needed in France. At first it was hoped that if general evacuation became necessary the same ports could be used, but by May the 26th Boulogne and Calais were in enemy hands and, with Belgium likely to collapse, Ostend was no longer available. Dunkirk and the eastward beaches alone remained and enemy bombing threatened to make the continued use of Dunkirk harbour impracticable.

On the 26th May 1940 many of the Battalion were captured at Poperinge, Belgium near Dunkirk


On the eastern front the divisions still holding the old frontier position—the 42nd, 1st, 3rd and 4th Divisions—were to withdraw during then night to the Lys, with the French First Army conforming. The 42nd Division was to keep rearguard (125th Brigade) on the Deule Canal between Lille and Marquette, while the 126th and 127th Brigades moved back to the Lys. the 1st Division was to send three battalions to help the 5th Division to fill the gap which had opened between the British left and the Belgian Army, and for the rest the division was to move back to hold the Dunkirk perimeter. The 4th Division was to move one brigade (the 12th) to the Lys, while the 10th and 11th went to strengthen the 5th Division on the front between Ypres and Comines. The 3rd Division was to sidestep in order to prolong the front on the Ypres–Comines Cnaal from Boesinghe northwards.[28] The result of these moves is seen in the mp facing page 202, which shows where the divisions were on the morning of the 28th.

a furious battle was developing on the II Corps front south of Ypres which had been exposed by the Belgian withdrawal. There, three enemy divisions—the northern claw of the German pincer movement, sought to break through to Kemmel. The 2nd Division had, as already told, held off the attack of the southern claw and their task was completed at the end of the day (27th) when our main forces were behind the Lys. On the Ypres front it was General Franklyn’s 5th Division which bore the weight of the enemy’s attack,[32] and on this front the battle was to rage for three days till our main forces were inside the Dunkirk bridgehead

As the battle progressed the 3rd and 50th Divisions also played important parts.


By now the 50th Division had arrived, and the 150th and 151st Brigades prolonged the line through Ypres northwards while the 12th Lancers made touch with the Belgian Army nar Roulers. The Belgians were found to be swinging back in a north-easterly direction so that the gap between them and the 50th Division was widening but the 3rd Division was side-stepping and, before the night was over, they were in position on the left of the 50th Division.

By midday on the 29th??, the line by Belgian forces came to an end at Zonnebeke. From there to Ypres there was gap which the Belgians could not fill. By midnight on May the 27th the King of the Belgians had accepted defeat and the Belgian Army had been ordered to cease fire.;

On the eastern front there was now a twenty-mile open gap between the left of II Corps and the coast near Nieuport

By five o’clock in the morning of the 28th only the 42nd Division still had a rearguard of one brigade (the 125th) on the bend of the Deule Canal running northwards from Lille; while the 4th Division’s 12th Brigade had also a small rearguard on the canal bend. On the main eastern front, facing the German Army Group B, the augmented 5th Division and the 50th and 3rd Divisions still held the line from Warneton through Ypres to near Noordschote

The 50th and 3rd Divisions on their left, heavily shelled and subjected to some attacks from the air, were in contact with the enemy all day, but, except for one assault on the centre of the 50th Division which was beaten back, the enemy was not yet up to our line in strength for a serious effort to advance. During the night the 50th Division moved as planned to a line running north-east from Poperinghe, and the right of the 3rd Division swung back to conform

Thus, in spite of all the enemy’s efforts to break through, in spite of the Belgian surrender, and in spite of heavy losses in General Franklyn’s 5th Division,  II Corps, holding the eastern flank of the corridor to the coast, completed the penultimate stage of the withdrawal.

The War In France And Flanders 1939 1940 2

The War In France And Flanders 1939 1940 2



BEF and allied forces advanced briefly before being continually pushed backwards until remaining allied forces regrouped in and around Dunkirk to salvage as many troops as possible.

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