The Heroes of St Valery

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51st Highland Division,
British Expeditionary Force,
attached to 9th French Corps, Battle for France 1940.

Saar (Maginot Line) April 1940 - Abbeville May 1940

St Valéry-en-Caux, Somme, June 1940

U-Tube Video - British Tanks Take Fences Straight

The 51st Highland Division and the Battle of France, 1940.

One of my favourite films, "The Battle of Britain" begins with the routed British Expeditionary Force (BEF) fleeing France in 1940. Scenes of devastation, despair and defeat on the beaches of Dunkirk, are accompanied by Winston Churchill's heavy voice declaring "the Battle of France has ended; the Battle of Britain has begun"..................

And so popular history would tell you; the BEF escaped from Dunkirk at the end of May 1940, defeated and demoralised, but mercifully, intact. France capitulated and Britain stood alone.

But, this is not altogether true. Indeed, in Winston Churchill's most famous speech, given to the House of Commons on 4th June as he reported the Dunkirk evacuation, there is a clear acknowledgement that the BEF's fight in France had not ended at Dunkirk and that much of the BEF continued the fight alongside their French Allies:

"We shall go on to the end, we shall fight in France, we shall fight on the seas and oceans, we shall fight with growing confidence and growing strength in the air, we shall defend our Island, whatever the cost may be, we shall fight on the beaches, we shall fight on the landing grounds, we shall fight in the fields and in the streets, we shall fight in the hills; we shall never surrender,......"

Blitzkreig Dunkirk was not the only naval evacuation from France in 1940, although it was certainly the largest. The German's surprise advance through the Ardennes had split the Allied forces in two, leaving most of Lord Gort's BEF trapped in a pincer movement at Dunkirk, whilst Von Rundstedt's Wehrmacht Army Group B continued its spearhead into France through the middle, leaving the remainder of the BEF, in essence the 51st Highland Division, isolated with the main French Army to the south.

Gort, as commander of the BEF, had explicit authority to override French orders, and decided that strategic withdrawal at Dunkirk (with the full intention of re-inserting them ashore further west) was now his only option.

For the southern part of the BEF, this escape to the channel was not a part of the plan. Major General Victor Fortune's British 51st Highland Division was fully embedded within the French IXth Corps. Unlike Gort, he had not been given the authority to overide his French commanders, nor at this stage would he have felt the need to do so and thus he continued the fight, redeploying the 51st back to the west, then up to the north & east to re-engage the Germans as they approached Abbeville.

Back at Dunkirk, Gort's force was lifted from the beaches, relatively intact, but sadly without many of their comrades, and most of their equipment or weapons. Unable to conduct the planned re-insertion at LeHavre, they returned to Britain, a defeated force, but home and alive. In a masterpiece of propaganda, this horrendous military disaster was quickly turned into a political rallying point, twisted almost to the point of victory and establishing forever the myth of "The Dunkirk Spirit".

The Battle of France continues

Nevertheless, for those left behind, Churchill's "Battle of France" continued at a furious pace for several more weeks, with fresh BEF re-inforcements continuing to arrive in France (for example, the 52nd Lowland Division and Ist Canadian Division landed at Cherbourg on 12 June). Indeed, as the main force of the BEF embarked in their "Little Ships" at Dunkirk in late May 1940, the 51st Highland Division was just preparing for the bitter battle of Abbeville, where the German advance was halted for a brief time.

Despite these efforts, by late May it was clear that France had lost the will or ability to continue and more widespread evacuations of the BEF commenced (Operation Ariel), not least in Brittany, but also in the Mediterranean. In total, over 200,000 troops were evacuated from France after Dunkirk, in actions that included the terrible loss of the RMS Lancastria to a dive bomber off St Nazaire in what was the largest loss of British and Commonwealth life in a single engagement during the entire war.

From the British perspective, the real end of serious Allied resistance in France came on the 12th June 1940, at the French port of St Valery-en-Caux, when the entire 51st Highland Division, one of the British Army's most distinguished formations, was forced to surrender in one of the most shocking events of British military history.

51st Highland Division Order of Battle

The Somme to St Valery The 51st was not a defeated army as the rest of the BEF had become. Over five gruelling weeks from the 10th of May 1940, as an integral part of the French 9th Army, it had fought a determined and continuous rearguard action from the Maginot Line, back via the Somme, to the key French town of Abbeville and finally to the Channel coast. During numerous counter offensives, together with General De Gaulle's Chars'D'Assault, the Highlanders had proved to be the equal of Rommel's Panzers, but without support and with the Germans advancing across a wide front, these efforts had been in vain. Nevertheless, as a Division, considering the circumstances, it was in good spirit, an effective fighting force that remained one of the BEF's most modern and best equipped.

The intended plan was for the Royal Navy to evacuate the Division and re-insert them at Le Havre to continue the fight. In a re-run of Dunkirk, over 209 small ships had been assembled off St Valery for this purpose, but with the French coast fog-bound and the Germans occupying the high ground to the east and west, evacuation from the cliffy beaches proved impossible.

Although the Highlanders were ready, willing and able to fight to victory or to death, their charismatic leader, General Victor Fortune, understood that with French Army collapsing around it (by then, the French had received formal orders to surrender at 0800 on the 12th June), such sacrifice would be pointless. In an act of great personal courage, he sought and obtained the approval of London to order his men to surrender.

Major General Fortune with Rommel at St Valery - IWM Photo
Major General Fortune with Rommel at St Valery (IWM Photo).

One of the most senior British Officers to be captured during the war, he was knighted
by King George in 1945, for his continued resistance to the Germans and services to his fellow POWs.

"Ground Weapons" At first the men refused to believe the order to lay down their weapons, suspecting a German trick. Then as it became clear that it was genuine, many broke down in tears. They were not ready to surrender. Some tried to fight on, whilst those at the western perimeter of the town's defences managed to escape. Small numbers made their way on foot to Le Havre, other individuals marched many hundreds of miles through France and Spain to Gibraltar, sometimes aided by their former French allies, sometimes betrayed, with many being interned by the Spanish authorities on the way.

For most though, escape was not possible; nearly 10,000 men were taken prisoner on the 12 June, followed by a forced march from St Valery, through Belgium into eastern Germany and 5 hard years of captivity. Life in the German Stalags and Oflags was difficult; many prisoners were used as slave labour in the salt mines of Thuringia alongside inmates of the Nazi concentration camps. Liberation by US Forces finally came in winter or 1944/45, but not before another forced march at the hands of their guards, this time away from the advancing Red Army and back toward Holland. Sadly, after years of hardship and malnutrition, the bitter cold of this final march proved fatal for many of the men.

The capture of the 51st Division remains a difficult and controversial memory in Scotland; some still maintain that Churchill deliberately sacrificed the Division to shame France into continuing the war. Others blame the French themselves, with reports that French soldiers had deliberately stood in front of the Highlander's guns to stop further resistance and that the French officers had fled the battle at the first opportunity. To this day, few in Scotland share the carefully orchestrated propaganda celebration of the Dunkirk evacuation as a "Victory".

Both views have an element of truth, although it is a matter of record that Churchill was apoplectic on hearing that the French had abandoned the Division; it became one of many issues souring his subsequent relationship with De Gaulle. But, equally many Highlanders speak well of the French soldiers with whom they fought, if not their commanders. However, if the aim was to keep France (or at least some of the French) in the war, then it succeeded and for that we should all be grateful. General De Gaulle is recorded as saying that the bond forged between the men of his French Armoured Division and the Highlanders at Abbeville was one of the key reasons for his decision to continue the war and lead the Free French forces, fighting on the side of the Allies.

Of course, St Valery was not the end of the 51st Division; back in the UK it was quickly reformed and went on to play a key role at El Alamein, and later in Normandy. In 1944, Field Marshal Montgomery insisted that the 51st be allowed to liberate the town of St Valery, halting the advance of Canadian troops until the 51st could be positioned to enter the town first.

Today, the proud legacy of the 51st Highland Division lives on in 51 (Scottish) Brigade, the current Headquarters Brigade of 2 UK Division, based at Stirling Castle.

The 1st Lothians & Borders Yeomanry,

51st Highland Division, France 1940.

In honour of my Grandfather and his many colleagues in the 1st Lothians and Borders Yeomanry, who fought from the Saar to St Valery, then endured many years of captivity.


Badge of the Lothians & Borders Yeomanry

"The Lothians" formed the 51st's Divisional Armoured Reconnaissance Regiment. Equipped with Vickers Mk VIb light tanks and Carden Loyd Scout Carriers, they were a Territorial Regiment, recruiting volunteers from the Lowlands of Scotland around Edinburgh, with Regimental HQ in Dunbar. On their arrival in France they replaced their sister Territorial Regiment, the Fife & Forfar Yeomanry, in the Saar area at the northern end of the Maginot Line, acting as a mechanised and armoured fast response force to counter any German breakthrough.

Vickers Light Tank MkVIb

Throughout the retreat to St Valery, the Lothians remained at the core of the 51st Division, using their tanks and carriers to cover the retreat of the Division and its French allies. In almost all cases, they were the last Allied units to leave each area. Like the other units of the 51st present at St Valery, the Lothians & Borders Yeomanry were awarded St Valery-en-Caux as a Battle Honour.

On 30 April 1940, the 1st Lothians and Borders Yeomanry had become the first British Cavalry Regiment to see action in WW2.

All too soon, on the 12 June 1940, they had also become the last British Cavalry Regiment to see action during the Battle for France.

Out of the entire 1st Lothians and Borders Yeomanry, only 3 Officers and 17 Other Ranks manage to escape from St Valery; the remainder are taken into captivity in Eastern Germany.

Scout Carrier

After St Valery, the 1st Lothians & Borders Yeomanry were reformed and became part of the 30th Armoured Brigade, 79th Armoured Division, returning to France on D Day, June 6, 1944. The regiment and its specialised Sherman Flail Tanks remained with the 79th Armoured Division in North West Europe until the end of the war.

The 2nd Lothians & Borders (Horse) was subsequently incorporated in the 26th Armoured Brigade. Although not a part of the BEF in 1940, from 1943 to 1945, whilst attached to the British 6th Armoured Division, its Valentine, Crusader and Sherman tanks fought their way across North Africa (operation Torch) and through Italy, establishing a reputation to equal that of the first. For more details, see the AFV pages on my main website.

Some useful References:

David, S. Churchill's Sacrifice of the Highland Division France 1940, Brasseys, London 1994. (A very comprehensive Historian's factual account)

Innes, W. St Valery The Impossible Odds, Birlinn, Edinburgh, 2004. (a personal account by the men of the 51st themselves)

Longden, S. Dunkirk The Men They Left Behind, Constable, London 2009. A wider based research into those BEF units that did not leave France at Dunkirk.

1st Lothians & Borders Yeomanry Website A recent and very comprehensive website dedicated to the L&BY in WW2, with many contemporary pictures.

51st Highland Division Web Pages

The 51st Division at St Valery

The Reel of The 51st

The 51st (Highland) Infantry Division (World War II) - Wikipedia

British Army website 51st Pipes & Drums

The Scotsman - History of the Lothians and Borders Yeomanry

Wikipedia - Lothians and Border Horse

Wikipedia - The Yeomanry

Photographs from Stalag XXx camps Tales of those who managed to escape in Belguim and were assisted by the famous Comete Line.

Lothian's War Diary - December 1939 to June 1940 (based on the References above)

20 Dec 1939 - 1st Lothians & Borders Yeomanry begins pre-embarkation leave from Tidworth Barracks. The Regiment, as part of the 48th Division, would become the first British Cavalry unit to go to France. The 48th was also the first British Territorial Division to be deployed overseas.

8 January 1940 - 1st Lothians & Borders Yeomanry depart Southampton for France in the SS Lorina and SS City of Florence, disembarking at Le Havre on the 13th and moving to the Unit's assembly area at Montivilliers. A French cadet is attached to each Squadron to act as liaison.

16th-20th January - Regimental move to Arras by road & train. The names of the French villages through which they pass are all too familiar to the men and the first few weeks in France are generally unpleasant with a widespread epidemic of flu, a legacy of the arctic-like train journey from Le Havre. A combination of inexperience and makeshift garage arrangements lead to trouble with frozen engines, cracked cylinders and similar. The bitter cold continues and sanitary arrangements are difficult owing to the impossibility of digging. Rain brings the mud: digging is easier, but it is difficult to find a place free of buried barbed wire, rusted steel helmets, rifles and unexploded shells from the last war.

1-29 February 1940 - 1st Lothians & Borders Yeomanry settle into an intensive training routine in the Arras area. The Phoney War lives up to its name, and as the weather improves, men are assigned to assist local French farmers.

March 1940 - On the Western Front, the Phoney War develops into a growing sense of anti-climax. However, an ominous build-up of forces in Northern Germany and the Baltic, adjacent to neutral Denmark and Norway, goes largely unnoticed.

1st Lothians & Borders Yeomanry continue training in the Arras area. Church Parades, Concerts, Football Matches and a cross-Country competition are held. Lt Colonel Mike Ansell is appointed as Commanding Officer of the Regiment, as part of a wider policy to replace Territorial Regiment COs with experienced regular Army Officers. An Englishman, formerly of the Innniskilling Dragoons and extremely young for his rank (at 35, the youngest Regimental Commander in the British Army), his arrival is regarded with some bemusement by the Lothians. The previous CO, Lt Col H J Younger (of the famous Edinburgh Brewing family) volunteers to remain as 2 I/C (Second in Command). The former 2 I/C, Major the Earl of Haddington, is invalided home and Captain The Earl of Hopetoun is appointed as 2/i/c of C Sqn.

11 April - 1st Lothians & Borders Yeomanry are placed at 2hrs notice to move to the Belgian Frontier

13 April - Regiment ordered to move to Marchiennes.

18 April - Operational Command unexpectedly transferrred to the 51st Highland Division under Major General Fortune and the regiment is ordered to move to the Saar front at the northern end of the Maginot Line, where it will operate under French command.

29 April - Regimental move complete.

30 April - During a border skirmish with German forces on the Ligne de Contact, the Lothians' Vickers Mk VIb tanks (A Sqn, Maj Dallmeyer) become the first British Cavalry Regiment to see action in WW2.

1-7 May - 1st Lothians & Borders Yeomanry remain on the Maginot line, where both sides engage in half-hearted artillery shelling.

11 May - 15 May - German forces attack the Ligne de Contact; the Regiment suffers its first losses of personnel and tanks. Sporadic action continues for several days.

15 May - The Regiment is withdrawn to the Ligne de Receuil.

20-22 May - Regiment moves to Metz as reserve. After briefly being ordered to move to the North West of Paris, it begins a move to within 15 miles of Sedan.

28th May - The 51st Highland Division is moved further north into Normandy to counter the German breakthrough.

31st May - Lothians & Borders take over positions near Abbeville from French troops, holding the front line between Erondelle and Tourbaires

4 June - With the rest of the BEF having been evacuated successfully from Dunkirk, the 51st Highland Division continues the fight. Under heavy artillery fire, the 1st Lothians & Borders Yeomanry dig in at Abbeville and await the expected German attack. A desperate and courageous counter attack through the Lothians' lines, by French armour and the Cameron Highlanders is unsuccessful and suffers large casualties. This is the last occasion during the Battle of France that the Division will see the RAF in the air.

5 June - 0430 - A massive German assault begins across the entire front, with armour and close air support from Ju87 dive bombers. Despite heavy fighting, the Lothians defensive line is held until 7th June when the Regiment is withdrawn across the river Bresle.

9 June - The Lothian's tanks remain in constant contact with the enemy, providing flanking cover for a wider withdrawal.

10 June - With German forces surrounding them, the 51st begins a fighting retreat to the small coastal port of St Valery. The Lothian's light tanks are ordered to hold the Germans "at all costs" to allow the withdrawal of the Division to proceed. Although the British troops have plenty of transport, they are ordered to await the horse drawn French troops with whom they are fighting.

11 June - A defensive perimeter is established around St Valery, however French units begin to surrender, some deliberately blocking the Highlanders lines of fire as they do so. The Lothians' tanks remain in constant contact, whilst other elements of the 51st Division engage in vicious hand-to-hand fighting with German infantry. Nevertheless, Rommel's Panzers seize the high ground and begin intense artillery bombardment of the beaches, to prevent evacuation by sea . At 2200 hrs, with the French in full retreat, General Fortune orders the Lothians to destroy or immobilise their tanks, ammunition and other equipment and to move into the town for evacuation, or to attempt to escape on their own.

12 June - St Valery is shrouded in thick fog and the evacuation armada cannot reach the beaches. General Rommel enters St Valery and accepts the surrender of the 51st Highland Division, some 10,000 men, from Major General Fortune.

Out of the entire 1st Lothians and Borders Yeomanry, only 3 Officers and 17 Other Ranks manage to escape; the remainder are taken into captivity.


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