Aerial view of the harbour at Boulogne during the late 1930s

On the 17th May, concerned at the rapid German advance through northern France, General Gort gave the order to relocate GHQ from Arras. The operational elements were moved to Hazebrouck and the administration staff to Boulogne, under Lt.-General Sir Douglas Brownrigg. Between the 19th and 22nd May, various allied units trickled into Boulogne, including 1500 men of the Auxiliary Military Pioneer Corps (AMPC), commanded by Lt.-Colonel Dean VC, 300 men of the 36th Infantry Brigade and elements of the 5th Buffs, Royal West Kents and Durham Light Infantry. These latter troops were remnants of the battalions which had taken a mauling in battles around St. Pol and Arras. In addition, there were French troops garrisoning the three forts in the Boulogne area. These forces were considered insufficient to effectively defend and hold the port and reinforcements were requested. On the night of the 21st/22nd May, 20th Guards Brigade, consisting of the 2nd Irish Guards, the 2nd Welsh Guards and the 69th Anti-Tank Regiment, were despatched from Dover, arriving in Boulogne at dawn on the 22nd. The Brigade was commanded by Brigadier Fox-Pitt, whose orders were to defend the port and await reinforcements from Calais.

Shoulder title of the Irish Guards.

Shoulder title of the Auxiliary Military Pioneer Corps

The Brigade was forced to unload its own equipment with the help of the AMPC, in the absence of French dockers, who had disappeared after several previous air raids on the town and docks. However, critically, the formation lacked detailed maps of the area, radios, mortars and artillery. There were also insufficient anti-tank guns available to defend what amounted to a perimeter in excess of five miles. With little idea of the location or the strength of the enemy, the Brigade began to dig-in to the south and west of the town, to guard the main entrance roads to the town and port. The 2nd Irish Guards, numbering 720 men, were allocated a two-mile front on the outskirts of the southern suburb of Outreau. Meanwhile, the 2nd Welsh Guards with 972 troops, were located in the hills to the west of the town, covering a triangular salient of approximately three miles.

Fortunately for 20th Guards Brigade, the 2nd Panzer Division, which had been rapidly advancing on Boulogne, had been temporarily halted by what remained of the French 21st Infantry Division and determined air attacks by RAF Blenheim bombers as well as the French Naval Air Arm. Had it not been for this resistance, the Panzers would have in all probability rolled into the port and wiped out the Guards in the middle of their disembarkation. Nevertheless, at 5.30pm on the 22nd, following a preliminary artillery bombardment, light tanks of 2nd Panzer (believed to be Pz IIs) advanced from the south, towards Outreau, on the main road towards the port. The first two tanks were promptly knocked out by two anti-tank guns, directed by Sgt. Arthur Evans, 2 i/c Anti-Tank Platoon 2nd Irish Guards. The German reaction was swift, the gunners were quickly outflanked by German motorised infantry and were forced to destroy their guns and withdraw. However, with darkness falling, the major part of the allied line still held.

Shoulder title of the Welsh Guards.

The Germans spent the night completing their encirclement of the town and by capturing the most northerly of the Boulogne forts, Fort de la Creche and the naval guns located there. At 7.30am the Germans began simultaneous and systematic tank assaults against both Guards formations. Lacking sufficient anti-tank weapons and finding their Boyes anti-tank rifles useless, the Guards were steadily forced back into the town, fighting street by street and suffering heavy losses. At 3pm, with the Guards preparing to make a desperate last stand, messages were received advising that they were to be evacuated by the Royal Navy. With German artillery established on the high ground around the town, well within range of the harbour and its approaches and the Luftwaffe making a re-appearance, the chances of a successful evacuation seemed remote. In addition, the withdrawal was being undertaken without consultation with the French Commander General Lanquetot, whose troops continued to defend the walled 'old town', the Haute Ville. This aspect was to later have tragic consequences for the British forces, fighting a similar action in Calais.

French coastal guns at Fort de la Creche captured by the Germans on the night of 22nd/23rd May 1940.

Eight British destroyers, His Majesty's Ships Vimy, Keith, Whitshed, Vimiera, Wild Swan, Venomous, Venetia and Windsor, were allocated to the operation with fire support from a French destroyer flotilla consisting of the Cyclone, Orage and Frondeur. The British destroyers, working in pairs, entered the harbour. The Whitshed was first to leave, loaded with the wounded, the bulk of the AMPC contingent and the stragglers. She had to run the gauntlet of German artillery, which along with Stuka dive bombers, had already put the Orage and Frondeur out of action. The Keith and the Vimy came under murderous fire in the process of mooring and the captains of both vessels were killed, along with a number of the deck and gun crews. However, their 4.7 inch guns took a heavy toll on the German infantry and tanks attempting to infiltrate the port area. Having left with an assortment of troops and refugees, their places were taken by the returning Whitshed and the Vimiera, which entered the harbour under RAF fighter escort. The last of the AMPC troops, the Brigade's anti-tank unit and initial elements of the Welsh Guards were embarked. Next to arrive were the Wild Swan, the Venomous and the Venetia who finished loading the Welsh Guards shortly after 9pm, leaving the Irish Guards as the rearguard. During this action, the Venetia was badly damaged at the entrance to the harbour, by artillery and tanks firing from the hills above the port and the burning vessel was forced to limp back to Dover for repairs. The last ships into Boulogne were the Windsor and the Vimiera, the latter leaving just before daybreak on the 24th of May. Under cover of darkness, these destroyers successfully extricated the Irish Guards battalion, which had undertaken a highly disciplined staged withdrawal through the streets of Boulogne.

View to the north-east from the Boulevard Daunou (at the junction with the Pont de la Liane), across to L'Hotel Terminus and the burning warehouses on the Quai Chanzy.


However, it was not possible to rescue all the allied troops. French units defending the Haute Ville, despite being low on ammunition, resisted all attempts to dislodge them and only surrendered at 10am on the 25th, after the Germans had broken into the citadel and cut off their water supply. An even more remarkable act of resistance met the Germans as they entered the port on the morning of the 24th. Five hundred troops, consisting of 100 Welsh and Irish Guards, 200 AMPC, 100 Royal Engineers and 100 French soldiers had been cut off. Under the command of Major Windsor-Lewis, they had taken up strong defensive positions amongst the carriages and wagons of two trains at the Gare Maritime. Attempts by the Germans to blast the defenders out with machine guns and tanks met with limited success. The defenders held out until 1pm on the 25th and only finally capitulated when their supplies of food and ammunition had been exhausted. The battle for Boulogne was over.

To read about the French Army units involved in the battle, click here.

To view a series of period photographs, please click here.

To read about Sergeant Arthur Evans CBE 2nd Irish Guards, please click here.

To read about Guardsman Alfred Logan 2735607 2nd Welsh Guards, please click here.

To read about Arthur Henderickx 2e Kompanie Wachtersgroep, please click here.

To read about Guardsman 2734880 Cyril Parkin, please click here.

To read more about the Ships Involved with Boulogne, please click here.

To read the personal account of Lance Sergeant Burtenshaw, Royal Artillery, please click here.

To view a German reconnaissance photograph of Boulogne, click here.


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