By the third week of March, 1941, LtGen Richard O’Connor’s Western Desert Force had just two understrength divisions, the 9th Australian Infantry Division and the British 2nd Armoured Division (half of whose tanks were Italian). Churchill had withdrawn four divisions and sent them to reinforce Greece for the inevitable German attack. Gen Wavell, the British CinC Middle East, reluctantly agreed because he thought that the German forces arriving in Libya would be in no condition to attack before May. By then, he would have the tanks and planes in the “Tiger” Convoy which would completely refit the British 7th Armored Division (pulled back to Egypt), reinforce the RAF and infantry divisions, and modernize the ad hoc Polish and Free French units under his command.

But the commander of the German Afrika Korps, GeneralLeutnant Erwin Rommel didn’t wait for the entire corps to arrive. He formed the 5th Light “Afrika” Division around the newly arrived 5th Panzer Regiment and its supporting units and reorganized four Italian Divisions, the Bresca and Pavia Inf Divisions, the Trieste Motorized Div, and the Arieta Armoured Division. At 0600 24 March 1941 the fast eight wheeled Panzerspahwagens (armored cars) of the 5th Light raided the rear areas of the 2nd Armoured Division to open the offensive. Later that morning Rommel Attacks! (hehe) with all five divisions and seized El Alghelia that night.

The stunned British retreated to Benghazi and Rommel dogged them the entire way. He captured Ajedabia on 2 April, and audaciously split the Afrika Korps into three columns to out flank the British and Commonwealth forces (which ironically was exactly what O’Connor did two months before during Operation Compass, just from the east). One column continued up the coast road to Benghazi, one across the Cyrenaican plateau to Derna, and another across the base of the Cyrenaican Hump to Tobruk. When Rommel arrived outside Tobruk on 11 April, the British had barely escaped the trap, and then only by retreating along the coast road as fast as possible, ditching or destroying much needed supplies and equipment along the way.

Rommel wrote his wife,

“Dearest Lu,

We’ve been attacking since the 31st with dazzling success. I took the rise against all orders and instructions because the opportunity seemed favorable. The British are falling over each other to get away. Our casualties are small and our booty can’t be estimated. You have to understand: I can’t sleep for happiness…”