Sir Douglas Haig's Despatch on the German spring offensive

The sixth Despatch of Field Marshal Sir Douglas Haig, Commander in Chief of the British Armies in France and Flanders. This was a very long despatch covering the winter operations preceding the German offensives, the 21 March 1918 attack and subsequent developments (Operation Michael), the Battles of the Lys (Operation Georgette) and the Battle of Villers-Bretonneux.

Sir Douglas Haig

MONDAY, 21 OCTOBER, 1918.

War Office, 21st October, 1918.

The following Despatch has been received by the Secretary of State for War from Field-Marshal Sir Douglas Haig, K.T., G.C.B., G.C.V.O., Commanding-in-Chief, British Armies in France: -

General Headquarters,
20th July, 1918.

My Lord,
I have the honour to submit the following report upon the operations of the Forces under my command during the period following the actions in the vicinity of Cambrai in the first week of December, 1917.

General Situation.
(1) The broad facts of the change which took place in the general war situation at the close of 1917, and the causes which led to it, have long been well known, and need be referred to but shortly. The disappearance of Russia as a belligerent country on the side of the Entente Powers had set free the great bulk of the German and Austrian divisions on the Eastern front. Already at the beginning of November, 1917, the transfer of German divisions from the Russian to the Western front had begun. It became certain that the movement would be continued steadily until numerical superiority lay with the enemy. It was to be expected, moreover, that large numbers of guns and munitions formerly in the possession of the Russian Armies would fall into the hands of our enemies, and at some future date would be turned against the Allies. Although the growing Army of the United States of America might be expected eventually to restore the balance in our favour, a considerable period of time would be required to enable that Army to develop its full strength. While it would be possible for Germany to complete her new dispositions early in the new year, the forces which America could send to France before the season would permit active operations to be recommenced would not be large.

Transition from an Offensive to a Defensive Policy.
(2) In view of the situation described above, it became necessary to change the policy governing the conduct of the operations of the British Armies in France. Orders accordingly were issued early in December having for their object immediate preparation to meet a strong and sustained hostile offensive. In other words, a defensive policy was adopted, and all necessary arrangements consequent thereon were put in hand with the least possible delay.

Extension of the British Front.
(3) Since the month of September, 1917, pursuant to a decision taken by the British Government towards the end of that month, negotiations had been proceeding with the French authorities regarding the extension of the front held by the British Armies. After considerable discussion on the subject, it was finally decided that the British should relieve the French troops on my right as far as the vicinity of the village of Barisis, immediately south of the River Oise. The additional front to be taken over by me amounted to over twenty-eight miles. This relief, which was to have taken place in December, was delayed until January in consequence of the further development of the Cambrai battle. In the meantime, the French forces which had co-operated so successfully on the left of the British in Flanders had been withdrawn, and French troops again assumed responsibility for the coastal sector at Nieuport. By the end of January, 1918, the relief of the French as far as Barisis had been completed without incident. At that date the British Armies were holding some 125 miles of active front.

Man-power and Training.
(4) The strenuous efforts made by the British forces during 1917 had left the Army at a low ebb in regard both to training and numbers. It was therefore of the first importance, in view of the expected German offensive, to fill up the ranks as rapidly as possible and provide ample facilities for training. So far as the second of these requirements was concerned, two factors materially affected the situation. Firstly, training had hitherto been primarily devoted to preparation for offensive operations. Secondly, the necessity for maintaining the front line systems of defence and the construction of new lines on ground recently captured from the enemy had precluded the development of rear line systems to any great degree. Under the new conditions the early construction of these latter systems, involving the employment on every available man on the work, became a matter of vital importance. In consequence, it was difficult to carry out any elaborate course of training in defensive tactics. On the other hand, in the course of the strenuous fighting in 1916 and 1917, great developments had taken place in the methods of conducting a defensive battle. It was essential that the lessons learned therein should be assimilated rapidly and thoroughly by all ranks. At the same time a change took place in the organisation of the forces. Under instructions from the Army Council, the reorganisation of divisions from a 13 battalion to a 10 battalion basis was completed during the month of February. Apart from the reduction in fighting strength involved by this reorganisation, the fighting efficiency of units was to some extent affected. An unfamiliar grouping of units was introduced thereby, necessitating new methods of tactical handling of the troops and the discarding of old methods to which subordinate commanders had been accustomed. The difficulties with which we were faced were accentuated by the increase in the British front described in the preceding paragraph. Meanwhile, in marked contrast to our own position, the large reserves in the Western theatre, which the enemy was able to create for himself by the transfer of numerous divisions from the East, enabled him to carry out extensive training with units completed to establishment.

Preparations for Defence.
(5) Orders issued early in December, as stated above, had defined the defensive policy to be adopted and the methods of defence. A vast amount of work was required to be done in the construction of defences, old systems had to be remodelled and new systems created. The construction of new communications and the extension of old, more especially in the area South-East of Arras which the enemy had devastated in his retirement last year, involved the building of a number of additional roads and the laying out of railways, both narrow and normal gauge. Work of this nature was particularly necessary on the Somme battle field and in the area recently taken over from the French. All available men of the fighting units, with the exception of a very small proportion undergoing training, and all labour units were employed on these tasks. Though the time and labour available were in no way adequate if, as was suspected, the enemy intended to commence his offensive operations in the early spring, a large portion of the work was in fact completed before the enemy launched his great attack. That so much was accomplished is due to the untiring energy of all ranks of the fighting units, the Transportation Service and the Labour Corps.

Arrangements for Co-operation with the French.
(6) In addition to our own defensive schemes, completion of arrangements for the closest possible co-operation with the French was recognised to be a matter of great importance and urgency. A comprehensive investigation was undertaken into the various problems connected with the co-operations of the two allied forces. Plans were drawn up in combination with the French military authorities and were worked out in great detail to meet the different situations which might arise on different parts of the allied front. Measures were taken to ensure the smooth and rapid execution of these plans. Among the many problems studied by the Allied Staffs, those involved by a hostile offensive on the line of the Somme River and the passage of that river by the enemy had been worked out. The plans applicable to such a situation had been drawn up and were ready to be put into execution when required.

Operations during the Winter.
(7) In order to ensure the greatest possible concentration of effort upon training, reorganisation and defences, and also in order to allow my divisions the maximum amount of rest after the continuous fighting of 1917, only such minor enterprises were undertaken by the British forces during the winter months as were essential to keep us informed regarding the dispositions and intentions of the German forces opposed to us. Special attention was directed to disposing our forces in line in such manner as would best promote economy in men and reduce casualties. On the enemy's side, some little activity continued until the end of the year, and local attacks were made by him both on the Cambrai front and in the Ypres sector; resulting in certain small modifications in the line held by us. In these engagements, the policy followed by me was to avoid involving troops in struggles for non-essential positions, and subordinate commanders were instructed accordingly. The first of the enemy's minor attacks took place on the 12th December in the neighbourhood of Bullecourt, and after sharp fighting led to the loss of point of the salient held by us East of that village, with a consequent shortening of our line. Other local attacks on the 14th and 22nd December at Polderhoek Chateau and astride the Ypres-Staden Railway also resulted in small and unimportant withdrawals of portions of our outpost line in these localities. On the 30th December a somewhat more serious attempt was made by the enemy against our positions on Welsh Ridge, on the Cambrai front. The attack, made in the early morning on a front of over two miles from La Vacquerie northwards towards Marcoing, was delivered in considerable strength and elaborate precautions were taken by the enemy to effect surprise. South of Marcoing, the enemy gained possession of a somewhat isolated trench sited on the northern slopes of Welsh Ridge, compelling our troops to fall back to a sunken road lying across the base of the salient, where they organised a successful resistance. At the southern end of the ridge near La Vacquerie the enemy's attack succeeded in overrunning not only our forward posts but also the trench line on the crest of the ridge, with all its advantages of observation. During the afternoon, however, an admirably executed counterattack by two companies of the 63rd Division drove the enemy from the crest of the ridge and regained all the essential parts of our former positions.

On the 5th, and again on the 8th January, the enemy made two other local attacks east of Bullecourt, both of which were unsuccessful. Early in March there was a recrudescence of hostile activity in the northern sector. Following upon an unsuccessful attack on the Belgian advanced positions north of Dixmude on the 6th March, two local attacks were made by the enemy two days later on the British front, the one south and north of the Menin Road, and the other on a front of over a mile south of Houthulst Forest. Both these attacks were repulsed after sharp fighting and our line maintained or re-established by counter-attacks. During the whole of this period hostile raiding parties displayed greatly increased activity, but the vigilance of our troops prevented them from achieving any success in more than a small proportion of instances. On our side, during the earlier part of the winter, raiding activity was deliberately cut down to the lowest limits consonant with the maintenance of an adequate knowledge of the enemy's dispositions. In the three and a half months extending from the morning of the 8th December, 1917, to the opening of the German offensive, some 225 raids were attempted by the enemy. Not more than 62 of these were successful in obtaining any identification from our lines, while in 67 cases his raiding parties left prisoners or dead in our hands. During the same period some 125 raids were carried out by us, 77 of which were successful in obtaining prisoners or identifications; while in 31 other cases the enemy's trenches were found to have been evacuated. Besides raids, considerable patrolling activity took place on both sides. In this form of warfare our troops maintained a marked superiority over the enemy on almost all occasions and secured many prisoners, in addition to inflicting frequent casualties on hostile patrols and working parties.

Indications of the Coming Attack.
(8) Towards the middle of February, 1918, it became evident that the enemy was preparing for a big offensive on the Western front. It was known from various sources that he had been steadily increasing his forces in the Western theatre since the beginning of November, 1917. In three and a half months 28 infantry divisions had been transferred from the Eastern theatre and 6 infantry divisions from the Italian theatre. There were reports that further reinforcements were on their way to the West, and it was also known that the enemy had greatly increased his heavy artillery in the Western theatre during the same period. These reinforcements were more than were necessary for defence, and, as they were moved at a time when the distribution of food and fuel to the civil population in Germany was rendered extremely difficult through lack of rolling stock, I concluded that the enemy intended to attack at an early date. Constant air reconnaissances over the enemy's lines showed that rail and road communications were being improved and ammunition and supply dumps increased along the whole front from Flanders to the Oise. By the end of February, 1918, these preparations had become very marked opposite the front held by the Third and Fifth British Armies, and I considered it probable that the enemy would make his initial effort from the Sensee River southwards. As the 21st March approached it became certain that an attack on this sector was imminent, and counter-preparation was carried out nightly by our artillery on the threatened front. By the 21st March the number of German infantry divisions in the Western theatre had risen to 192, an increase of 46 since the 1st November, 1917.

British Dispositions to Meet the Enemy's Offensive.
(9) In making the necessary distribution of the forces under my command to meet the threatened German attack, the enemy's possible objectives and the relative importance of ground in the various sectors had to be taken into consideration. These objectives and their bearing on the distribution of the troops are set forth below:- (i) In the northern portion of the British area lie the northern Channel ports of Dunkirk, Calais and Boulogne, the security of which necessitated the maintenance of sufficient troops in the neighbourhood. Little or no ground could be given up on this front, and therefore the necessary reserves must be kept in close proximity. Although, as a rule, the state of the ground would preclude a general offensive in this sector early in the year, the weather had been exceptionally dry, and reparations for an attack by the enemy astride the Menin Road were known to be in an advanced state. (ii) In the central portion lie the northern collieries of France and certain important tactical features which cover our lateral communications. Here also little or no ground could be given up, except in the Lys Valley itself. (iii) In the southern portion of the British area south-east of Arras, in contrast to the central and northern portions, ground could be given up under great pressure without serious consequences, the forward area of this sector consisting chiefly of a wide expanse of territory devastated by the enemy last spring in his withdrawal. As shown in paragraph (8) it was evident that the enemy was about to make a great effort south of Arras. An attack on this front would undoubtedly have as its object the separation of the French and British armies and the capture of the important centre of communications of Amiens. To meet this eventuality more than half my available troops were allocated to the defence of this sector, together with the whole of the cavalry. In addition, as previously stated, arrangements had been made for the movement of a French force to the southern portion of the British area north of the River Oise in case of need. (iv) Arrangements were made in detail for the rapid transport by rail or bus of a force of such British divisions as could be held back in reserve to meet any emergency on any sector of the British front.

The Situation on the Eve of the Attack.
(10) On the 19th March my Intelligence Department reported that the final stages of the enemy's preparations on the Arras-St.Quentin front were approaching completion, and that from information obtained it was probable that the actual attack would be launched on the 20th or 21st March. On our side our dispositions to meet the expected offensive were as complete as the time and troops available could make them. The front of the Fifth Army, at that date commanded by General Sir H. de la P. Gough, K.C.B., K.C.V.O., extended from our junction with the French just south of Barisis to north of Gouzeaucourt, a distance of about forty-two miles, and was held by the III, XVIII, XIX and VII Corps, commanded respectively by Lieut.-General Sir R. H. K. Butler, K.C.M.G., C.B., Lieut.-General Sir I. Maxse, K.C.B., C.V.O., D.S.O., Lieut.- General Sir H. E. Watts, K.-C.B., C.M.G., and Lieut.-General Sir W. N. Congreve, V.C., K.C.B., M.V.O. Over 10 miles of this front between Amigny Rouy and Alaincourt were protected by the marshes of the Oise River and Canal, and were therefore held more lightly than the remainder of the line but on the whole front of the Army the number of divisions in line only allowed of an average of one division to some 6,750 yards of front.

The Third Army, under the command of General the Hon. Sir J. H. G. Byng, K.C.B., K.C.M.G., M.V.O., held a front of about 27 miles from north of Gouzeaucourt to south of Gavrelle with the V, IV, VI and XVII Corps, under the respective commands of Lieut.-General Sir E. A. Fanshawe, K.C.B., Lieut.-General Sir G. M. Harper, K.C.B:, D.S.O., Lieut.-General Sir J. A. L. Haldane, K.C.B., D.S.O., and Lieut.-General Sir C. Fergusson, Bt., K.C.B., K.C.M.G., M.V.O., D.S.O. The average length of front held by each division in line on the Third Army front was about 4,700 yards.

The general principle of our defensive arrangements on the fronts of these Armies was the distribution of our troops in depth. With this object three defensive belts, sited at considerable distances from each other, had been constructed or were approaching completion in the forward area, the most advanced of which was in the nature of a lightly held outpost screen covering our main positions. On the morning of the attack the troops detailed to man these various defences were all in position. Behind the forward defences of the Fifth Army, and in view of the smaller resources which could be placed at the disposal of that Army, arrangements had been made for the construction of a strong and carefully sited bridgehead position covering Peronne and the crossings of the River Somme south of that town. Considerable progress had been made in the laying out of this position, though at the outbreak of the enemy's offensive its defences were incomplete.

The Enemy's Dispositions.
(11) From the information at my disposal, it was expected that the enemy's heaviest attack would fall between the Sensee River and the neighbourhood of the Bapaume-Cambrai road, and on this front of some 16,000 yards eighteen German divisions are known to have been employed in line and in immediate reserve on the 21st March. It was correctly anticipated that the Flesquieres salient itself would not be directly attacked in strength, but that the attack would be continued in great force from the southern flank of the salient to St. Quentin. On this front of some 48,000 yards, from Gouzeaucourt to the Oise River at Moy, forty German divisions were set in motion on the first day.

An event which, having regard to the nature of the ground, was not considered probable, was that the enemy would be able to extend the flank of his attack in any considerable strength beyond Moy. The rapid drying of the marshes, due to an exceptionally dry spring, in fact enabled the enemy to attack this lightly held front with three fresh divisions, in addition to the three divisions already in line.

Comparison of Forces Engaged.
(12) In all at least sixty-four German divisions took part in the operations of the first day of the battle, a number considerably exceeding the total forces composing the entire British Army in France. The majority of these divisions had spent many weeks and even months in concentrated training for offensive operations, and had reached a high pitch of technical excellence in the attack. To meet this assault the Third Army disposed of eight divisions in line on the front of the enemy's initial attack, with seven divisions available in reserve. The Fifth Army disposed of fourteen divisions and three cavalry divisions, of which three infantry divisions and three cavalry divisions were in reserve. The total British force on the original battle front, therefore, on the morning of the 21st March was twenty-nine infantry divisions and three cavalry divisions, of which nineteen infantry divisions were in line.

Launched on a front of about fifty-four miles on the 21st March, the area of the German offensive spread northwards on the 28th March, until from La Fere to beyond Gavrelle some sixty-three miles of our former line were involved. On this front a total of seventy three German divisions were engaged during March against the Third and Fifth Armies and the right of the First Army, and were opposed in the first place by twenty-two British infantry divisions in line, with twelve infantry divisions and three cavalry divisions in close reserve. As soon as it became evident that the enemy had thrown practically the whole of his striking force against this one battle front, it became both possible and necessary to collect additional reserves from the remainder of my front, and hurry them to the battlefield.

Plans previously drawn up to meet such an eventuality were put into execution at once, and before the end of March, by which date the principal German effort had been broken, afurther force of eight British divisions was brought south and sent into the fight. Prior to the 9th April four other British divisions were engaged, making a total of forty-six British infantry divisions and three cavalry divisions employed on the Somme battle front.

The Attack Opened. (The German offensive Operation Michael)
(13) Shortly before 5 a.m. on the 21st March, a bombardment of great intensity, with gas and high explosive shell from all natures of artillery and trench mortars was opened against practically the whole fronts of the Fifth and Third Armies from the Oise to the Scarpe River, while road centres and railways as far back as St. Pol were engaged by high velocity guns. Violent bombardments were opened also on the French front in wide sectors east and north-east of Reims, and on portions of the Britisih front between the Scarpe River and Lens. Our positions from south of the La Bassee Canal to the River Lys were heavily shelled with gas, and battery areas between Messines and the Ypres-Comines Canal were actively engaged. Dunkirk was bombarded from the sea. The hour of the enemy's assault varied in different sectors, but by about 9.45 a.m. a general attack had been launched on a battle front of fifty-four miles between the Oise and the Sensee Rivers. Later in the day, as visibility improved large numbers of low-flying aeroplanes attacked our troops and batteries. Favoured by a thick white fog, which hid from our artillery and machine gunners the S.O.S. signals sent up by our outpost line, and in numbers which made loss of direction impossible, the attacking German infantry forced their way into our foremost defensive zone. Until 1 p.m. the fog made it impossible to see more than 50 yards in any direction and the machine guns and forward field guns which had been disposed so as to cover this zone with their fire were robbed almost entirely of their effect. The detachments holding the outpost positions were consequently overwhelmed or surrounded, in many cases before they were able to pass back information concerning the enemy's attack. The attack being expected, reserves had been brought forward and battle stations manned. On all parts of the battle front garrisons of redoubts and strong points in the forward zone held out with the utmost gallantry for many hours. From some of them wireless messages were received up to a late hour in the day, giving information of much value. The losses which they were able to inflict upon the enemy were undoubtedly very great and materially delayed his advance. The prolonged defence of these different localities, under conditions which left little hope of any relief, deserves to rank among the most heroic actions in the history of the British Army. So intense was the enemy's bombardment that at an early hour our communications were severed, and so swift was his advance under the covering blanket of the mist that certain of our more advanced batteries found the German infantry close upon them before they had received warning from their own infantry that the expected attack had been launched. Many gallant deeds were performed by the personnel of such batteries, and on numerous occasions heavy losses were inflicted on bodies of hostile troops by guns firing over open sights at point blank range.

Ronssoy Captured.
(14) During the morning reports were received that the enemy had penetrated our front line opposite La Fere, and had also broken into our forward positions north of the Bapaume-Cambrai road, and opposite Lagnicourt and Bullecourt. The first indication that the progress made by him was developing a serious aspect was the news that at noon German infantry were entering Ronssoy. This meant that in this sector the attack had already reached and penetrated a considerable distance into the second defensive belt which constituted our battle positions. The enemy's success at this point was followed up vigorously. Templeux-le-Guerard fell into his hands shortly afterwards, while the villages of Hargicourt and Villeret, attacked simultaneously in flank and rear, were practically surrounded, and were entered about midday. Thereafter the enemy was held up by the resistance of our troops in the rear defences of the battle zone, greatly assisted by the very gallant action of the 24th Division in Le Verguier and the 21st Division at Epehy, on the two flanks of his advance. Both these divisions, under command respectively of Major-General A. C. Daly, C.B., and Major-General D. G. M. Campbell, C.B., held out throughout the day against repeated attacks delivered in great strength, and killed large numbers of the enemy. In this fighting parties of German troops who had entered Peiziere on the northern outskirts of Epehy were driven out by our infantry, with the assistance of Tanks, which on this and many subsequent occasions did valuable and gallant work.

The Situation at Midday.
(15) At midday the enemy's infantry had reached the first line of our battle positions in strength on practically the whole front of his attack, except at the Flesquieres salient, where his assaults were not pressed with the same weight as elsewhere. Save in the neighbourhood of Ronssoy, however, and at certain other points in a less serious degree, our battle positions themselves had not been entered, while at numerous localities in front of them fierce fighting was taking place around strong points still occupied by our troops. Assisted by the long spell of dry weather, hostile infantry had crossed the river and canal north of La Fere, and south of St. Quentin had penetrated into the battle zone between Essigny and Benay. At Maissemy also our battle positions were entered at about noon, but the vigorous resistance of the 61st and 24th Divisions, assisted by troops of the 1st Cavalry Division, prevented the enemy from developing his success. On the Third Army front also the attack had succeeded by midday in breaking into the battle zone at certain points, and heavy fighting was taking place all along the line from the Canal du Nord north-westwards to the Sensee river. Astride the canal the enemy was held up by the 17th Division, under command of Major-General P. R. Robertson, C.B., C.M.G., and made no progress. Farther west he had entered Doignies and had taken Louverval. In Lagnicourt and to the south of it the 6th Division, under command of Major-General T. O. Marden, C.M.G., were still maintaining a gallant fight for the possession of the first line of their battle positions; but beyond that village the battle zone had been entered at Noreuil, Longatte, and Ecoust St. Mein, all of which places had fallen into the enemy's hands.

The Struggle for the Battle Zone.
(16) Fighting in and in front of our battle positions continued with the greatest intensity throughout the afternoon and evening. Except for certain small gains, the enemy was held by our defence, and even driven back in places by our counter-attacks. Reports received from all parts of the front testified to the unusual severity of his losses. The most serious progress made by the enemy during this part of the struggle was on the right, south of St. Quentin. At Fargnier, having reached the eastern portion of the village by 4 p.m., during the remainder of the day his troops pressed on to the Crozat Canal and captured Quessy. North of this point the 18th Division, under command of Major-General R. P. Lee, C.B., reinforced by troops of the 2nd Cavalry Division, still held their battle positions intact, though threatened on both flanks by the enemy's progress at Quessy and at Benay, and successfully restored the situation in the neighbourhood of Ly-Fontaine by a counter-attack. Many of the strong points in the forward zone on the front of this division were also holding out, though surrounded. Wireless messages from their gallant defenders were received as late as 8.30 p.m., and rifle fire was heard in their vicinity until midnight. Between the neighbourhood of Benay and the Somme Canal, the enemy by the evening had forced back our troops, after heavy fighting, to the rear line of their battle positions. Parties of our infantry, however, were still holding out east and north-east of Essigny, and certain of our troops in front of this line were still intact.

About Roupy and Savy all hostile attempts, in which tanks were used, to break into the battle positions of the 30th Division, under command of Major-General W. de L. Williams, C.M.G., D.S.O., were repulsed with the heaviest losses, our troops carrying out a number of successful counter-attacks. In this sector, the advancing German infantry frequently bunched together and offered good targets to our artillery and machine guns. On the remainder of the Fifth Army front our battle positions still held, the 9th Division, under command of Major-General H. H. Tudor, C.B., C.M.G., retaining also nearly the whole of their forward positions, having twice retaken by counter-attack the important local feature on their right flank known as Chapel Hill.

On the Third Army front, our line in the Flesquieres salient had not been heavily attacked, and was substantially intact. Beyond this sector, fierce fighting took place around Demicourt and Doignies, and north of the village of Beaumetz-les-Cambrai. In this area the 51st Division, under command of Major-General G. T. C. Carter-Campbell, D.S.O., was heavily engaged, but from noon onwards practically no progress was made by the enemy. A counter-attack carried out by two battalions of the 19th Division, Major-General G. D. Jeffreys, C.M.G., commanding the division, with a company of tanks recovered a portion of this ground in the face of strong resistance, and secured a few prisoners, though it proved unable to clear the village of Doignies. Lagnicourt fell into the enemy's hands during the afternoon, and heavy attacks were made also between Noreuil and Croisilles. At one time, hostile infantry were1 reported to have broken through the rear line of our battle positions in this sector in the direction of Mory. By nightfall the situation had been restored; but meanwhile the enemy had reached the outskirts of St. Leger and was attacking the 34th Division, under command of Major-General C. L. Nicholson, C.B., C.M.G., about Croisilles heavily from the south-west. A strong attack launched at 5 p.m. against the 3rd Division, under command of Major-General C. J. Deverell, C.B., north of Fontaine-les-Croisilles on the left bank of the Sensee River, was broken up by machine-gun fire. At the end of the first day, therefore, the enemy had made very considerable progress but he was still firmly held in the battle zone, in which it had been anticipated that the real struggle would take place. Nowhere had he effected that immediate break-through for which his troops had been training for many weeks, and such progress as he had made had been bought at a cost which had already greatly reduced his chances of carrying out his ultimate purpose.

The First Withdrawals.
(17) In view of the progress made by the enemy south of St. Quentin, the thinness of our line on that front, and the lack of reserves with which to restore the situation in our battle positions, the Fifth Army Commander decided on the evening of the 21st March, after consultation with the G.O.C., III. Corps, to withdraw the Divisions of that Corps behind the Crozat Canal. The movement involved the withdrawal of the 36th Division, on the right of the XVIII. Corps, to the line of the Somme Canal. The enemy's advance south and north of the Flesquieres salient rendered a withdrawal by the V. Corps and by the 9th Division on its right necessary also. Orders were accordingly issued to the Divisions concerned for a line to be taken up, as a first stage, along the high ground known as Highland Ridge, and thence westwards along the Hindenburg Line to Havrincourt and Hermies.

These different withdrawals were carried out successfully during the night. The bridges across the Crozat and Somme Canals were destroyed, though in some cases not with entire success, it being- probable that certain of them were still practicable for infantry. Instances of great bravery occurred in the destruction of these bridges. In one case, when the electrical connection for firing the demolition charge had failed, the officer responsible for the destruction of the bridge personally lit the instantaneous fuse and blew up the bridge. Many of the bridges were destroyed in the close presence of the enemy. As by this time it had become clear that practically the whole of the enemy's striking force had been committed to this one battle, my plans already referred to for collecting reserves from other parts of the British front were put into immediate execution. By drawing away local reserves and thinning out the front not attacked, it was possible, as pointed out above, to reinforce the battle by eight divisions before the end of the month. Steps were taken also to set in operation at once the schemes previously agreed upon with the French for taking over a portion of the battle front.

The Second Day of the Battle.
(18) On the morning of the 22nd March the ground was again enveloped in thick mist, under cover of which the enemy renewed his attacks in great strength all along the line. Fighting was again very heavy, and short-range fire from guns, rifles, and machine guns caused enormous losses to the enemy's troops. The weight of his attack, however, combined with the impossibility of observing beforehand and engaging with artillery the massing of his troops, enabled him to press forward.

The Fight for the Crozat Canal.
(19) In the south the enemy advanced during the morning as far as the line of the canal at Jussy, and a fierce struggle commenced for the passage of the canal, his troops bringing up trench mortars and machine guns, and endeavouring to cross on rafts under cover of their fire. At 1.0 p.m. he succeeded in effecting a crossing at Quessy, and made progress during the afternoon in the direction of Vouel. His further advance in this sector, however, was delayed by the gallant resistance of troops of the 58th Division, under command of Major-General A. B. E. Cator, D.S.O., at Tergnier, and it was not until evening, after many costly attempts and much sanguinary fighting, that the enemy gained possession of this village. During the afternoon hostile infantry crossed the canal also at La Montague and at Jussy, but in both cases were counter-attacked and driven back by troops of the 18th Division and 2nd Cavalry Division, Major-General T. T. Pitman, C.B., commanding the 2nd Cavalry Division.

Le Verguier and Epehy Lost.
(20) In the centre of the battle front the enemy made a strong and determined effort to develop the success gained at Templeux-le-Guerard on the previous day, and in the early morning captured Ste. Emilie and Hervilly. Hervilly was retaken by troops of the 1st Cavalry Division (under command of Major-General R. L. Mullens, C.B.), assisted by tanks, at 9.0 a.m. At mid-day, after heavy fighting in the neighbourhood of Roisel, the 66th Division, under command of Major-General N. Malcolm. D.S.O., still held their positions in this sector, having for the time being definitely stopped the enemy's advance. To the south and north, however, the progress of the German infantry continued. Constantly attacked from almost every direction, Le Verguier fell into the enemy's hands at about 10.0 a.m., after a most gallant defence. On the left bank of the Cologne River the capture of Ste. Emilie was followed by the fall of Villers Faucoif, and both Roisel and Epehy were threatened with envelopment from the rear. Accordingly, our troops about Roisel were withdrawn during the afternoon under orders, the enemy making no attempt to interfere, and were directed to reorganise behind the line of our third defensive belt between Bernes and Boucly, which was already manned by the 50th Division, temporarily commanded by Brig.-General A. F. TJ. Stockley, C.M.G. Later in the afternoon the troops of the 21st Division in Epehy also fell back under orders, though with more difficulty, as parties of hostile infantry were west of the village. To the north the 9th Division held their battle positions practically intact until the late afternoon, when they were withdrawn under orders to the rear line of defence between Nurlu and Equancourt. This retirement also was made with great difficulty.

The Battle on the Third Army Front.
(21) The divisions holding the Flesquieres salient were not seriously involved during the morning of the 22nd March, but in the evening strong attacks were made both at Villers Plouich and at Havrincourt. All these attacks were repulsed with great slaughter. Farther north fighting was severe and continuous throughout the day. Shortly before noon the enemy attacked Hermies strongly from the north-west, and repeated his attacks at intervals during the remainder of the day. These attacks were completely repulsed by the 17th Division. Heavy losses were inflicted on the German infantry in the fighting in this area, the leading wave of a strong attack launched between Hermies and Beaumetz-les-Cambrai being destroyed,by our fire. In the neighbourhood of Beaumetz the enemy continued his assaults with great determination, but was held by the 51st Division and a brigade of the 25th Division until the evening, Major-General Sir E. G. T. Bainbridge, K.C.B., commanding the 25th Division. Our troops were then withdrawn under orders to positions south of the village. Very severe fighting took place at Vaulx Wood and Vaulx Vraucourt, as well as about St. Leger and north of Croisdlles, which latter village our troops had evacuated during the night. At Vraucourt the enemy broke through the rear line of the battle zone and penetrated into the village. There he -was counter-attacked by infantry and Tanks, and driven out. Further west, after heavy fighting, his troops forced their way into our positions along the line of the Croisilles-Henin-sur-Cojeul road. On the left of this attack troops of the 34th Division maintained themselves in St. Leger until the afternoon, -when they fell back to a line of trenches just west of the village. To the north the 3rd Division brought back their right flank to a line facing south-east, and in this position successfully beat off a heavy attack.

Break Through at St. Quentin.
(22) With Maissemy already in the enemy's hands, the fall of Le Verguier greatly weakened the defence of the centre of the Fifth Army. The rear line of our battle positions was held during the morning, in spite of unceasing pressure from large hostile forces, but as the day wore on the great concentration of German divisions attacking west of St. Quentin had its effect. During the early afternoon our troops east of Holnon Wood were forced to withdraw from their battle zone trenches; while after repulsing heavy attacks throughout the morning, the 50th Division were again attacked during the afternoon and evening and compelled to give ground. Our troops, fighting fiercely and continuously, were gradually forced out of the battle zone on the whole of this front, and fell back through the 20ith Division, under command of Major-General W. D. Smith, C.B., and the 50th Division holding the third defensive zone between Happencourt, Villeveque and Boucly, in the hope of reorganising behind them. In this fighting the action of the 1st Battn. Royal Inniskilling, Fusiliers, 36th Division, deserves special mention. This battalion held a redoubt in the forward zone near Fontaine-les-Clercs throughout the whole of the first day of the battle, and on the following day, after the troops on their right had withdrawn in accordance with orders, still maintained their position, although surrounded by the enemy. After a magnificent fight, in which all the enemy's attacks were repulsed with great loss, at 3 p.m. the officer commanding the battalion sent back a small party of troops, who succeeded in getting through to our lines. The remainder of the battalion continued the fight to the end.

By 5.30 p.m. the enemy had reached the third zone at different points, and was attacking the 50th Division heavily between Villeveque and Boucly. Though holding an extended front of some 10,500 yards, the division succeeded in checking the enemy's advance, and by a successful counter-attack drove him temporarily from the village of Coulaincourt. At the close of the engagement, however, the troops of the 50tih Division about Poeuilly had been forced back, and by continued pressure along the south .bank of the Omignon River the enemy had opened a gap between their right flank and the troops of the 61st Division, under command of Major-General C. J. Mackenzie, C.B., and of the 20th Division farther south. At this gap, during the late afternoon and evening, strong bodies of German troops broke through the third defensive zone about Vaux and Beauvois. All available reserves at the disposal of the Fifth Army had already been thrown into the fight, and except for one French division and some French cavalry in the III Corps area, no further support was within reach of the fighting line. There remained, therefore, no course open but to fall back on the bridgehead positions east of the Somme.

The Withdrawal to the Somme.
(23) Accordingly, at 11 p.m. on the 22nd March, orders were issued by the Fifth Army Commander that the troops of the XVIII Corps should fall back during the night behind the line of the Somme south of Voyennes, in touch, with the III. Corps on their right; while the XIX and VII Corps endeavoured to secure the main Peronne bridgehead on the line Croix Molignaux - Monday Lagache - Vraignes, and thence northwards along the third zone of defence to the junction with the Third Army about Equancourt. These withdrawals were carried out under constant pressure from the enemy, covered by rearguards of the 20th, 50th and 39th Divisions (Major-General E. Feetham, C.B., C.M.G., commanding the last-mentioned Division), which were continually in action with the German troops. On the Third Army front also, certain necessary readjustments of our line were carried out during the night. On the right, the evacuation of the Flesquieres salient was continued, our troops withdrawing to a line covering Equancourt and Metz-en-Couture in touch with the Fifth Army about Equancourt. In the centre, the troops still in advance of the third defensive zone, were brought back to that system. On the left, our troops withdrew from the remainder of their forward positions south of the Scarpe, taking up the rear line of their battle positions between,Henin-sur-Cojeul and Fampoux.

As on the southern portion of the battle front, the enemy followed up our troops closely, except on the left, where for a time he was unaware of what we had done. Elsewhere, more or less continuous fighting took place throughout the night, and in the early morning parties of the enemy succeeded in finding a gap in our new line about Mory.

The Decision to Abandon the Peronne Bridgehead.
(24) Reports that the enemy had forced the line of the Crozat Canal, combined with the loss of the Vaux-Poeuilly positions, and information obtained by the Air Service that the German front as far back as Mont D'Origny was packed with advancing troops, led the Fifth Army Commander to reconsider his decision to offer battle afresh east of the Somme. Considering that if involved in a general engagement his tired troops might be exposed to a decisive defeat before help could arrive, and that the situation might then be exploited by the enemy to a disastrous extent, he decided to continue the withdrawal at once to the west bank of the Somme. On the morning of the 23rd March, therefore, confirming instructions previously given by telephone, orders were issued by the Fifth Army to the XIX. Corps to carry out a gradual withdrawal to the line of the Somme. The VII. Corps was directed to conform to this movement and to take up a position on the general line Doingt-Nurlu. This order involved the abandonment of the main Peronne bridgehead position. It greatly shortened the time available for clearing our troops and removable material from the east bank of the river, for completing the necessary final preparations for the destruction of the the river the divisions which had suffered most in the previous fighting, and generally for securing the adequate defence of the river line.

The Crozat Canal Crossed.
(25) Meanwhile, the enemy had recommenced his attacks. The footing obtained by him on the west bank of the Crozat Canal was gradually increased, in spite of counter-attacks by British and French troops at Tergnier and at other points. During the morning, he forced the passage of the canal at Jussy, where he was reported to have employed tanks east of the canal. Shortly afterwards hostile infantry crossed at Mennessis, though suffering great loss from the fire of a machine-gun detachment of the Canadian Cavalry Brigade. By midday our troops had been pressed back from the line of the canal to the wooded ground to the west, where fierce confused fighting continued throughout the afternoon about Noureuil, Faillouel and Cugny, infantry and cavalry offering a most resolute resistance to the enemy's advance and performing many gallant actions.

The Crossing at Ham.
(26) In the course of the withdrawal to the Somme on the previous night, a gap occurred in our line in the neighbourhood of Ham, and the enemy, following closely upon our troops, entered the town during the early morning. Before midday bodies of German infantry, though at first only in small numbers, succeeded in crossing the river about Ham and Pithon, where the bridges had not been completely destroyed. In the afternoon these forces increased in strength, gradually pressing back our troops, until a spirited counter-attack by troops of the 20th and 61st Divisions about Verlaines restored the situation in this locality. To the east of this point, heavy fighting took place around Ollezy which the 36th Division, under command of Major-General O. S. W. Nugent, C.B., D.S.O., regained and held until a late hour, and around Aubigny and Brouchy, both of which villages, however, fell into the enemy's hands before night. Farther north, the withdrawal to the west bank of the Somme was carried out successfully during the morning and early afternoon, effectively covered by troops of the 50th Division. By 3.15 p.m. all troops were across the river, and the bridges for the most part destroyed.

All bridges over the canals and rivers in the Fifth Army area had been carefully listed early in February and reconnoitred for demolition. The necessary explosives were stored in the neighbourhood of each bridge, and a definite party of Royal Engineers detailed for its destruction. As has been seen, however, owing to the effects of the enemy's artillery fire, which blew up some of the charges and cut the leads of others, the destruction of the bridges was in certain cases incomplete. None the less, the situation on the Somme front north of Ham was for the tme being not unsatisfactory. In the course of the afternoon,strong attacks at -Offoy and Bethencourt were repulsed with heavy loss by rifle and machine-gun fire. In the evening, the enemv's attempts to come down ithe open slopes on the east bank of the river were heavily punished by artillery fire, as they were on several subsequent occasions. It is believed that north of Ham none of the enemy succeeded in crossing the river before nightfall.

The Northern Front Firm.
(27) Meanwhile, very heavy fighting had been taking place on the northern portion of the battle front. The enemy pressed closely upon our troops, as they withdrew to the line of the ridge running from north of Peronne to Curlu and Equancourt. Heavy attacks developed at an early hour between these two places, and also between Le Bucquiere and Beugny, and at Mory. On the Third Army front, where our resources were greater, the enemy was held in check, though he gained possession of Le Bucquiere and Beugny after a prolonged struggle. In this fighting the 9th Bn. Welsh Regiment, 19th Division, greatly distinguished itself in the defence of Beugny, which it held till dusk, thereby enabling the other battalions of its brigade in position to the north of the village to extricate (themselves successfully from what would otherwise have been a hopeless situation. No less than six separate attacks, in two of which the enemy brought up cavalry and guns, were repulsed by the 124th Brigade of the 41st Division, Major-General Sir S. T. B. Lawford, K.C.B., commanding the division, opposite Vaulx Vraucourt. The fighting in this sector of the front was very severe, but here and at all points north of the Baupaume-Cambrai Road our line was maintained. About 3.30 p.m. the enemy again attacked five times from the direction of Vaulx and five times from Beaumetz-lez-Cambrai, and on each occasion was repulsed. The 40th Division, under command of Major-General J. Ponsonby, C.B., C.M.G., D.S.O., regained Mory during the afternoon by successful counter-attacks, and the 31st Division, under command of Major-General R. J. Bridgford, C.B., C.M.G., D.S.O., drove off the attacks of two German divisions about St. Leger with heavy loss.

The Retreat to the Tortille.
(28) At the junction of the Third and Fifth Armies the situation was less satisfactory, and as the day wore on it became critical. During the morning, the divisions of the V. Corps had proceeded with their withdrawal, and, covered by rearguards who were heavily engaged, had fallen back from the Metz-en-Couture salient to the defences of the third zone about Ytres. The left of the VII. Corps, however, had been withdrawn under orders during the morning from the Nurlu positions to the line of tihe Canal du Nord, north of Moislains. As the result of this movement, a gap was formed between the flank divisions of the two corps, and this gap the enemy rapidly exploited. Though vigorous efforts were made to re-establish touch both by the 47th Division, under command of Major-General Sir G. F. Gorringe, K.C.B., K.C.M.G., D.S.O., and by a brigade of the 2nd Division, Major-General C. E. Pereira, C.B., C.M.G, commanding the division, they were unsuccessful. The right of the V. Corps was forced back bv pressure from the south-east first to the neighbourhood of Four Winds Farm, south of Ytres, where troops of the 47th Division made a gallant stand in the open until nightfall, and later to a position East of Rocquigny.

The divisions of the VII Corps, after heavy fighting during the afternoon, were forced back west of Perrone, and across the line of the River Tortille to the high ground about Bouchavesnes and Government Farm, South of Sailly-Saillisel. At dusk, however, the line was still in movement. Small parties of the enemy searched constantly for gaps, and, having found them, bodies of German infantry pressed through in force and compelled our troops to make further withdrawals.

The Extension of the French Front.
(29) From the time when the indications of an offensive on my front first became definite I had been in close touch with the Commander-in-Chief of the French Armies. On different occasions, as the battle developed, I discussed with him the situation and the policy to be followed by the Allied Armies. As the result of a meeting held in the afternoon of the 23rd March, arrangements were made for the French to take over as rapidly as possible the front held by the Fifth Army south of Peronne, and for the concentration of a strong force of French divisions on the southern portion of the battle front. For my own part, after consultation with the First and Second Army Commanders, General Sir H. S. Horne, K.C.B., K.C.M.G., and General Sir H. C. O. Plumer, G.C.B., G.C.M.G., G.C.V.O., concerning the situation on the fronts of their Armies and the possibilities of attacks developing there also, I arranged for the formation from the troops under their command of a special force of reserve divisions for action as occasion might demand. Measures were also taken to permit of the employment of the Canadian Corps for counter-attack, in the event of the enemy succeeding in piercing my front.

In this connection I desire to express my deep appreciation of the complete unselfishness with which the needs of their own fronts were at all times subordinated by the Army Commanders to the more pressing demands of the battle. A variety of considerations made it necessary for ine at this date to draw particularly heavily upon the resources of the Second Army. All my demands were met by the Second Army Commander in the most helpful and disinterested spirit.

The Retreat Across the Somme Battlefield.
(30) During the night of the 23rd/24th March the situation on the battle front remained unchanged as far south as the neighbourhood of Ytres. Beyond that point divisions and brigades had lost touch in the course of their frequent withdrawals, and under the constant pressure of the enemy the rearward movement continued. At dawn German Infantry had already reached Bus, Lechelle and Le Mesnil-en-Arrouaise, and during the morning of the 24th March entered Saillisel, Rancourt and Clery. It became necessary to order the evacuation of Bertincourt. and gradually to swing back the right of the Third Army in conformity with the movement farther south. To the north of Bertincourt, though the enemy gained possession of Mory in the earlv morning after continuous fighting throughout the night, our troops substantially maintained their positions, the Guards Division under command of Maior-General G. P. T. Feilding C.B., C.M.G., D.S.O., and the 3rd and 31st Divisions in particular, beating off a succession of heavy attacks.

The enemy's advance at the junction of the Third and Fifth Armies was not made without heavy sacrifice. In the retirement of our troops there was no panic of any sort. Units retreated stubbornly from one position to another as they found them turned and threatened with isolation; but at many points fierce engagements were fought, and wherever the enemy attempted a frontal attack he was beaten off with loss. During the early part of the morning troops of the 17th Division drove off four attacks east of Barastre, and the 47th Division held the village of Rocquigny from sunrise until well into the afternoon, beating off all attacks with rifle and machine-gun fire, until the enemy worked round their flank between Rocquigny and Le Transloy and forced them to withdraw. South of this point however, the enemy pressed forward rapidly through the gap which he had made, and succeeded in isolating a part of the South African Brigade. 9th Division, near Marrieres Wood, north of Clery. These troops maintained a most gallant resistance until 4.30 p.m., when they had fired off all their ammunition, and only about 100 men remained unwounded. Early in the afternoon German infantry entered Combles, and having gained the high ground at Morval, were advancing towards Les Boeufs. Their continued progress threatened to sever the connection between the Fifth and Third Armies and the situation was serious. In view of this situation the 5th and 4th Corps were ordered to fall back to the several line, Bazentin - Le Sars - Grevillers - Ervillers, Meanwhile the leading troops of the 35th Division, under command of Major-General G. McK. Franks C.B.. which was arriving at Bray-sur-Somme, and certain composite battalions composed of all available troops in the Albert area, and including Tanks personnel with Lewis guns, were hurried forward along the north bank of the river to the support of the VII Corps. During the afternoon, also, units of the 1st Cavalry Division reached Montauban The enemy had already passed Clery, and was pressing the remaining troops of the 9th and 21st Divisions hard when these various bodies of troops came into action. The 15th Battalion, Cheshire Regiment, and the 15th Battalion, Notts and Derby Regiment, of the 35th Division checked the enemy by a successful counter-attack, and thereafter a line was taken up and held from the river at Hem to Trones Wood and Longueval. For the moment the danger in this sector was averted.

The withdrawal of the right and centre of the Third Army was carried out during the afternoon and evening in circumstances of great difficulty, as on the right flank bodies of German infantry were already between our troops and the positions to which they were directed to fall back. In this withdrawal valuable service was rendered by twelve machine guns of the 63rd Division, Machine Gun Battalion, in Les Boeufs. These guns held up the enemy's advance from Morval at a critical period, firing 25,000 rounds into the enernv's advancing masses, and by their action enabling their division to reach the position assigned to it.

By nightfall the divisions of the V Corps had taken up their line successfully between Bazentin, High Wood, Eaucourt L'Abbaye and Ligny-Thilloy. Before midnight the troops of the IV Corps, who had carried out constant attacks, were established on the line assigned to them west of Bapaume, between Le Barque and Ervillers. Touch between the several divisions of the V Corps and between the V and IV Corps, however, was not properly established.

The Fight for the Somme Crossings.
(31) South of Peronne the night of the 23rd/24th March passed comparatively quietly; but with the dawn powerful attempts were made by the enemy to force the crossings of the Somme, and these attempts were by no means confined to the recognised points of passage. Owing to the dry weather the river and marshes did not constitute a very formidable obstacle to infantry, while the trees and undergrowth along the valley afforded good cover to the enemy, and limited the field of fire of the defenders. In the early morning, hostile forces which had crossed the river at St. Christ and Bethencourt, were attacked and driven back by troops of the 8th Division, under command of Major-General W. C. G. Heneker, C.B., D.S.O., and of the 20th Division; but at Pargny the enemysucceeded in maintaining himself on the west bank of the river, and the flanks of the 8th and 20th Divisions were no longer in touch. During the remainder of the day the enemy repeated his attacks at these and other points, and also exercised strong pressure in a westerly and south-westerly direction from Ham. Our troops offered vigorous resistance, and opposite Ham a successful counter-attack by the 15th(Pioneer) Battalion, Duke of Cornwall's Light Infantry, 61st Division, materially delayed his advance.

At nightfall the line of the river north of Epenancourt was still held by us, but the gap opposite Pargny had been enlarged, and the enemy had reached Morchain. South of that point the 20th Division, with its left flank in the air and having exhausted all reserves in a series of gallant and successful counterattacks, fell back during the afternoon to the line of the Libermont Canal, to which position the great weight of the enemy's attacks from Ham had already pressed back the troops on its right.

The Retreat from Chauny.
(32) In the area between the Somme and the Oise the enemy's attacks had recommenced at dawn in thick fog, and were pressed with great energy. Troops of the 20th and 36th Divisions at Eaucourt and Cugny found their retreat endangered by tihe progress made by the enemy on their flanks, and extricated themselves with difficulty, falling back on Villeselve, and ultimately to the neighbourhood of Guiscard. The withdrawal of the troops at Cugny was made possible by a brilliant mounted charge by a squadron of the 6th Cavalry Brigade, which broke through the German line, taking over 100 prisoners and sabreing a large number of the enemy. Throughout the whole of the fighting in this area very gallant work was done, both mounted and dismounted, by units of the 2nd and 3rd Cavalry Divisions, Major-General A. E. W. Harman, D.S.O., commanding the 3rd Cavalry Division, in support of our own and the French infantry. The work of the mounted troops, in particular, was invaluable, demonstrating in marked fashion the importance of the part which cavalry have still to play in modern war. So urgent was the demand for more mounted men that arrangements were made during the progress of the battle to provide with horses several regiments of Yeomanry who had but recently been dismounted for employment with other arms. In common with tne rest of the cavalry, these Yeomanry did excellent service. Without the assistance of mounted troops, skilfully handled and gallantly led, the enemy could scarcely have been prevented from breaking through the long and thinly held front of broken and wooded ground before the French reinforcements had had time to arrive. Though French troops were coming rapidly to the assistance of the III Corps, which on this day passed under the command of the Third French Army, the Allied forces were not yet in sufficient strength to hold up the enemy's advance. After heavy fighting throughout the morning to the east and north of Chauny, our line was gradually forced back to the south and west of that town. In the course of the night the French and British troops immediately north of the Oise were withdrawn to the ridge above Ctepigny, whence the line ran across the high ground covering Noyon to the neighbourhood of Guiscard and Libermont.

The Ancre Crossed.
(33) During the night of the 24th/25th March constant fighting took place on the northern portion of the battle front about Sapignies and Behagnies, where the enemy made determined but unsuccessful efforts to break through. On the following day the enemy maintained great pressure on this front from Ervillers to the south. Shortly after dawn a very heavy attack on our positions east of the Arras-Bapaume road between Favreuil and Ervillers was repulsed with great loss, and a counterattack by the 42nd Division, under command of Major-General A. Solly-Flood, C.M.G.,D.S.O., drove the enemy out of Sapignies. Later in the morning the 2nd Division beat off an attack at Ligny-Thilloy, and our positions to the north of this point were maintained practically unchanged until midday. At noon fresh attacks developed in greatforce, and under the weight of the assault the right of the IV Corps, with which the divisions of the V Corps were not in touch, was gradually pressed back. The enemy gained Grevillers, in which neighbourhood the 19th Division was hotly engaged, and also Bihucourt. North of this point our positions were substantially maintained, and at the end of the day our troops still held Ervillers, where the 1st/10th Battalion, Manchester Regiment,42nd Division, had repulsed eight attacks.

On the north bank of the Somme also, between the neighbourhood of Hem and Trones Wood, all the enemy's attacks were held. Though their left flank was constantly in the air, the various forces operating in this sector maintained a gallant and most successful resistance all day, counter-attacking frequently. Prisoners from five German divisions were taken by us in the course of this fighting, and the enemy's casualties were stated by them to have been abnormally heavy. Between Montauban and the neighbourhood of Grevillers, however, our troops had been unable to establish touch on the line to which ... After heavy fighting throughout the morning and the early part of the afternoon, in which the 63rd Division in particular, under command of Major-General C. E. Lawrie, C.B., D.S.O., beat off a number of strong assaults, divisions commenced to fall back individually towards the Ancre, widening the gap between the V and IV Corps. During the afternoon the enemy reached Courcelette, and was pressing on through the gap in our line in the direction of Pys and Irles, seriously threatening the flank of the IV Corps.

It became clear that the Third Army, which on this day had assumed command of all troops north of the Somme, would have to continue the withdrawal of its centre to the line of the River Ancre, already crossed by certain of our troops near Beaucourt. All possible steps were taken to secure this line, but by nightfall hostile patrols had reached the right bank of the Ancre north of Miraumont and were pushing forward between the flanks of the V and IV Corps in the direction of Serre and Puisieux-au-Mont. In view of this situation, the IV Corps fell back by stages during the night and morning to the line Bucquoy-Ablainzevelle, in touch with the VI Corps about Boyelles. On the right the remaining divisions of the Third Army were withdrawn under orders to the line Bray-sur-Somme-Albert, and thence took up positions along the west bank of the Ancre to the neighbourhood of Beaumont Hamel.

In spite of the dangerous gap about Serre the general position on the Third Army front, though still serious, gave less cause for anxiety. Considerable reinforcements had now come into line, and had shown their ability to hold the enemy, whose troops were becoming tired, while the transport difficulties experienced by him in the area of the old Somme battlefield were increasing. Other reinforcements were coming up rapidly, and there seemed every hope that the line of the Ancre would be secured and the enemy stopped north of the Somme.

The Situation South of the Somme.
(34) South of the Somme the situation was less satisfactory. The greater portion of the defensive line along the river and canal had been lost, and that which was still held by us was endangered by the progress made by the enemy north of the Somme. All local reserves had already been put into the fight, and there was no immediate possibility of sending further British troops to the assistance of the divisions in line. On the other hand, the French forces engaged were increasing steadily, and on this day our Allies assumed responsibility for the battle front south of the Somme, with general control of the British troops operating in that sector. The situation still remained critical, however, for every mile of the German advance added to the length of front to be held, and, while the exhaustion of my divisions was hourly growing more acute, some days had yet to pass before the French could bring up troops in sufficient strength to arrest the enemy's progress.

The Enemy in Noyon.
(35) During the night the enemy had gained possession of Guiscard, and in the early morning of the 25th March, strongly attacked the Allied positions on the wooded spurs and ridges east and north-east of Noyon. The position of the French and English batteries north of the Oise Canal became hazardous, and they were accordingly withdrawn across the canal at Appily. Dismounted troops of the Canadian Cavalry Brigade actively assisted in covering this withdrawal, which was successfully completed at 1.0 p.m. Shortly afterwards another heavy attack developed in this sector and was checked after hard fighting. At the close of this engagement, troops of the 18th Division retook the village of Baboeuf by a brilliant counter-attack, capturing 150 prisoners. Early in the fight French armoured cars rendered valuable service and killed a number of the enemy. Meanwhile the enemy's progress south and west of Guiscard had continued, and that night his troops entered Noyon. The French and British troops to the east of the town were therefore ordered to withdraw southwards across the Oise, and by the morning of the 26th March this had been successfully accomplished. After this date, the troops of the III Corps were gradually relieved by the French reinforcementsand sent north to rejoin the Fifth Army.

The Retreat from the Somme.
(36) On the Fifth Army front, also, fighting had recommenced at an early hour. Hostile attacks at Licourt and to the south of it widened the gap between the XVIII and XIX. Corps and the enemy entered Nesle, forcing the French and British troops back to the high ground on the south bank of the Ingon River, south-west of the town. To the south of this point his troops crossed the Libermont Canal, while to the north the right of the XIX Corps was slowly pushed back in the direction of Chaulnes. Marchelepot was burning, but our troops at mid-day were reported to be still holding the line of the canal east of Villers Carbonnel and Barleux. In view, however, of the situation to the south and the progress made by the enemy on the right bank of the Somme west of Peronne, it was impossible for this position to be maintained. Accordingly, our troops were gradually withdrawn during the evening to the general line Hattencourt - Estees - Frise, the 39th Division delivering a counter-attack south of Biaches to cover the withdrawal in that area. A gap still existed between the XVIII and XIX Corps west of Nesle, and the Germans had already reached Liancourt Wood, when the 61st Brigade of the 20th Division, which had hitherto been engaged with the 36th Division farther south, was brought up in busses to the neighbourhood of Liancourt. Though reduced to some 450 rifles in its previous fighting, the brigade successfully held up the enemy's advance and made it possible for the remainder of its division to withdraw unmolested through Roye on the morning of the 26th March.

Carey's Force.
(37) The whole of the troops holding the British line south of the Somme were now greatly exhausted, and the absence of reserves behind them gave ground for considerable anxiety. As the result of a conference held by the Fifth Army Commander on the 25th March, a mixed force, including details, stragglers, schools personnel, tunnelling companies, Army troops companies, field survey companies, and Canadian and American engineers, had been got together and organised by General Grant, the Chief Engineer to the Fifth Army. On the 26th March these were posted by General Grant, in accordance with orders given by the Fifth Army Commander, on the line of the old Amiens defences between Mezieres, Marcelcave and Hamel. Subsequently, as General Grant could ill be spared from his proper duties, he was directed to hand over command of his force to General Carey. Except for General Carey's force there were no reinforcements of any kind behind the divisions which had been fighting for the most part continuously since the opening of the battle. In consideration of this fact and the thinness of our fighting line, the Fifth Army Commander did not deem it practicable for our troops to attempt to maintain the Hattencourt - Frise positions if seriously attacked. Accordingly, orders had been given on the night of the 25th March that, in the event of the enemy continuing his assaults in strength, divisions should fall back, fighting rearguard actions, to the approximate line Le Quesnoy - Rosieres - Proyart This line was intended to link up with the right of the Third Army at Bray.

The Attempt to Sever the Allied Armies.
(38) On the morning of the 26th March the enemy recommenced his attack in strength south-westwards and westwards from Nesle, in the double hope of separating the French and British Armies and interfering with the detraining arrangements of our Allies by the capture of Montdidier. Heavy attacks developed also about Hattencourt, in the neighbourhood of the St. Quentin - Amiens road, and at Herbecourt. Under the pressure of these assaults our divisions commenced to withdraw slowly in accordance with orders to the line indicated above. This was taken up successfully and maintained a number of hostile attacks during the afternoon and evening being beaten off by counter-attacks in which local commanders displayed great energy and initiative. As the British forces retired westwards, however, the French troops on their right were gradually forced back in a south-westerly direction beyond Roye, leaving a gap between the French and British Armies of which the enemy took immediate advantage. To fill this gap, the 36th and 30th Divisions, which on the previous day had been withdrawn to rest, were put once more into the battle and speedily became involved in heavy fighting about Andechy and to the north of that place. Though the enemy had penetrated behind them and had taken Erches, the troops of the 36th Division at Andechy maintained a most gallant resistance until the afternoon of the 27th March, thereby playing no small part in preventing the enemy from breaking through between the Allied Armies. On this part of the battle front a very gallant feat of arms was performed on this day by a detachment of about 100 officers and men of the 61st Brigade, 20th Division, at Le Quesnoy. The detachment was detailed to cover the withdrawal of their Division, and under the command of their Brigade Major, Captain E. P. Combe, M.C., successfully held the enemy at bay from early morning until 6 p.m. at night, when the eleven survivors withdrew under orders, having accomplished their task. At the end of the day, although the enemy's thrust west of Roye had pressed back our right somewhat beyond the positions to which it had been intended to withdraw, the British forces south of the Somme were in touch with the French, and the general line, Guerbigny - Rouvroy-en-Santerre - Proyart, had been taken up successfully.

The Northern Advance Stopped.
(39) Meanwhile, north of the Somme the battle was entering upon its final stages; though the enemy's effort was not yet fully spent and his troops were still capable of powerful attacks. During the morning of the 26th March our troops continued the taking up of the Ancre line without much interference from the enemy, but between Hamel and Puisieux the situation was not yet clear. A gap still existed in this area between the V and IV Corps, through which bodies of German infantry worked their way forward and occupied Colincamps with machine guns. These machine guns were silenced by a section of field artillery of the 2nd Division, which gallantly galloped into action and engaged them over open sights. Early in the afternoon troops of the New Zealand Division, under command of Major-General Sir A. H. Russell, K.C.B., K.C.M.G., retook Colincamps, while a brigade of the 4th Australian Division, Major-General E. G. Sinclair-Maclagan, C.B., D.S.O., commanding the division, filled the gap between Hebuterne and Bucquoy. In the fighting in this area our light tanks came into action for the first time and did valuable service. With the arrival of fresh troops our line on this part of the front became stable, and all attempts made by the enemy during the day to drive in our positions about Bucquoy and to the north were repulsed with great loss.

The Withdrawal from Bray-sur-Somme.
(40) Farther south, the Bray-sur-Somme - Albert line had been taken up successfully on the night of the 25th-26th March, and fighting of a minor character occurred during the morning, particularly at Meaulte, where troops of the 9th Division beat off a strong attack. Owing, however, to a misunderstanding, the Bray-sur-Somme - Albert line was regarded by the local commander as being merely a stage in a further retirement to the line of the Ancre, south of Albert. Accordingly, on the afternoon and evening of 26th March, the withdrawal was continued, and when the higher command became aware of the situation the movement had already proceeded too far for our former positions to be re-established. By the time the withdrawal had been stopped the right of the Third Army rested on the Somme about Sailly-le-Sec while the Fifth Army still held the south bank of the Somme north of Proyart, about five miles farther east. The left flank of the Fifth Army, therefore, was dangerously uncovered, being protected merely by the natural obstacle of the river and an improvised force of 350 men with Lewis guns and armoured cars which had been sent up to hold the crossings.

General Foch Appointed to take Command of the Allied Forces.
(41) On this day, the 26th March, the Governments of France and Great Britain decided to place the supreme control of the operations of the French and British forces in France and Belgium in the hands of General Foch, who accordingly assumed control.

The Enemy in Albert.
(42) During the night of the 26th-27th March, the enemy had gained possession of Albert after some fighting with our rearguards in the town, and obtained a footing in Aveluy Wood. His efforts to force our positions on the high ground west of the Ancre, however, met with no success, and several attempts made by him on the 27th March to debouch from Albert were driven back with heavy loss to his troops. About midday, a series of strong attacks commenced all along our front from about Bucquoy to the neighbourhood of Hamelincourt, in the course of which the enemy gained possession of Ablainzevelle and Ayette. Elsewhere, all his assaults were heavily repulsed by troops of the 62nd Division, under command of Major-General W. P. Braithwaite, C.B., and of the 42nd and Guards Divisions. On the remainder of our front north of the Somme, save for minor readjustments of our line at certain ipoints, in the course of which we captured a number of prisoners and machine guns, our positions remained unchanged.

The Fight for the Rosieres Line.
(43) South of the Somme, meanwhile, the enemy had recommenced his attacks at about 8.30 a.m. on the greater part of the Fifth Army front and against the French. The line occupied by our troops at this time, had it been maintained, would have preserved Amiens from serious bombardment, and orders were issued that every effort was to be made to hold our positions. In the fighting which followed troops of all divisions, despite the weakness of their numbers, and the tremendous strain through which they had already gone, displayed a courage and determination in their defence for which no praise can be too high. At 10 a.m. the 8th Division at Rosieres had already repulsed a heavy attack, and the enemy was pressing hard against our positions in the neighbourhood of Proyart. The results of the unfortunate withdrawal from Bray now became apparent. The enemy was not slow to take advantage of the position held by him along the north bank of the Somme in the rear of our troops, and in spite of our efforts to destroy or hold the river crossings, began to pass strong parties of infantry to the south bank at Cerisy. Being heavily attacked in front and with bodies of the enemy established south of the river in their immediate rear, our troops at Proyart and to the north were compelled to fall back. The enemy gained Framerville, Proyart and Morcourt, and endeavoured to advance southwards behind our line. In view of the absence of reserves behind this front other than the composite force already referred to, the situation was serious. Troops of the 1st Cavalry Division were hurried across the river and occupied Bouzencourt, in which neighbourhood they had sharp fighting. A very gallant and successful counter-attack carried out with great dash by the 2nd Battalion, Devon Reeriment and the 22ud (Pioneer) Battalion. Durham Light Infantry, both of the 8th Division (which was itself heavily engaged at the time at Rosieres), supported by troops of the 50th Division, at this date under command of Major-General H. C. Jackson, D.S.O., held up the enemy ashort distance south-west of Proyart. A counter-attack by the 6th Division restored the situation about Framerville, and at nightfall our troops were still east and north of Harbonnieres, whence our line ran north-westwards to Bouzencourt. South of Harbonnieres, the 8th Division held the village of Rosieres against all attacks and killed great numbers of the enemy. South of this point, as far as Arvillers, troops of the 24th, 30th and 20th Divisions maintained their positions substantially unchanged throughout the day, though beyond their right flank the enemy passed Davenscourt and captured Montdidier.

The Amiens Defences.
(44) During the night of the 27th/28th March, parties of the enemy worked their way southwards from Morcourt and Cerisy and entered Bayonvillers and Warfusee-Abancourt. astride the main Amiens road. Our troops east of these places were seriously endangered, and in the early morning of 28th March were directed to withdraw to the line Vrely- Marcelcave. Our line from Maroeilcave to the Somme was manned by Carey's Force, with the 1st Cavalry Division in close support. During the evening, the enemy concentrated heavy artillery fire on Marcelcave and forced these troops to withdraw a short distance to the west of the village. The position of our troops at Arvillers and Vrely, however, in the deep and narrow salient between the Avre and Luce Rivers, was rapidly becoming untenable. The enemy was pushing southwards from Guillaucourt, and beyond our right flank had entered Contoire and was pressing the French troops back upon Hangest-en- Santerre. A-gallant attempt by troops of the 61st Division to regain Warfusee-Abancourt and lighten the pressure from the north proved unsuccessful, and in the course of the afternoon and evening our troops fell back through the 20th Division, which during the evening was disposed on the line Mezieres- Demuin. At nightfall we held approximately the Amiens defence line on the whole front south of the Somme from Mezieres to Ignaucourt and Hamel. The nature of the fighting on the southern portion of the battle front where our troops had been engaged for a full week with an almost overwhelming superiority of hostile forces had thrown an exceptional strain upon the Fifth Army Commander and his Staff. In order to avoid theloss of efficiency which a continuance of such a strain might have entailed, I decided to avail myself of the services of the Staff of the Fourth Army, which was at this time in reserve. General Sir H. S. Rawlinson, Bart., G.C.V.O., K.C.B., K.C.M.G., who had but recently given up the command on appointment to Versailles, accordingly returned to his old Army, and at 4.30 p.m. on this day assumed command of the British forces south of the Somme. At the same time the construction of new defence lines made necessary by the enemy's advance called for the appointment of an able and experienced Commander and Staff to direct this work and extemporise garrisons for their defence. I accordingly ordered General Gough to undertake this important task.

The Attack on Arras.
(45) Meanwhile between 7.0 and 8.0 a.m. on the morning of the 28th March fighting of theutmost intensity had broken out north of the Somme from Puisieux to north-east of Arras. Finding himself checked on the northern flank of his attack, the enemy on this day made a determined effort to obtain greater freedom for the development of his offensive, and struck in great force along the valley of the Scarpe at Arras. This development of the battle, which had been foreseen as early as the 23rd March, involved the right of the XIII. Corps, under command of Lieut.-General Sir H. de B. de Lisle, K.C.B., D.S.O., on the right of the First Army, and represented a considerable extension of the original front of attack. A German success in this sector might well have had far-reaching effects. There is little doubt that the enemy hoped to achieve great results by this new stroke, and that its failure was a serious set-back to his plans. After a bombardment of great violence three fresh German divisions advanced to the assault along'the north bank of the Scarpe River against the positions held by the 4th and 56th British Divisions, under the command respectively of Major-General T. G. Matheson, C.B., and Major-General F. A. Dudgeon, C.B., and were supported in their attack by the two German divisions already in line. According to captured documents, the enemy's immediate object was to gain the general line Vimy - Bailleul - St. Laurent-Blangy, when three special assault divisions were to carry the Vimy Ridge on the following day. Immediately south of the Scarpe four German divisions were engaged, to two of which were assigned the tasks of capturing Arras and the heights overlooking the town. This assault, the weight of which fell on the 3rd and 15th British Divisions, Major- General H. L. Reed, V.C., C.B., C.M.G., commanding the latter division, was supported by powerful' attacks, in which eleven hostile divisions were engaged, along our whole front southwards to beyond Bucquoy. Still farther south, as far as Dernancourt, strong local attacks were delivered at different points. The methods followed by the enemy on this occasion were the same as those employed by him on the 21st March, but in this instance the thick fog which had played so decisive a part on that day was absent. In consequence, our artillery and machine guns were given every opportunity to engage the German infantry both when assembling and while advancing to the attack, and the heaviest losses were inflicted on them by our fire. Immediately prior to the assault, masses of German infantry with artillery in rear of them were observed drawn up in close formation on Greenland Hill, and were shelled by our artillery. North of the Scarpe, about Roeux, great execution was done at point-blank range by single guns which we had placed in forward positions close up to our front line. The enemy's infantry in this sector are reported to have advanced almost shoulder to shoulder in six lines, and on the whole front our machine gunners obtained most favourable targets. The weight and momentum of his assault and the courage of his infantry, who sought to cut their way through our wire by hand under the fire of our machine guns, sufficed to carry the enemy through the gaps which his bombardment had made in our outpost line. Thereafter, raked by the fire of our outposts, whose garrisons turned their machine guns and shot at the enemy's advancing lines from flank and rear, and met by an accurate and intense fire from all arms, his troops were everywhere stopped and thrown back with the heaviest loss betore our battle positions. A second attack launched late in the afternoon north of the Scarpe, after a further period of bombardment, was also repulsed at all points. At the end of the day our battle positions astride the Scarpe were intact on the whole front of the attack, and in the evening successful counter-attacks enabled us to push out a new outpost line in front of them. Meanwhile, the surviving garrisons of our original outpost line, whose most gallant resistance had played so large a part in breaking up the enemy's attack, had fought their way back through the enemy; though a party of the 2nd Battalion, Seaforth Highlanders, 4th Division, remained cut off at Roeux until successfully withdrawn during the night. On the southern portion of his attack, ithe enemy's repulse was, if possible, even more complete than on the new front East of Arras. Attacks on the Guards Division and on the 31st Division, were defeated after all-day fighting. The 42nd Division drove off two attacks from the direction of Ablainzevelle, and the 62nd Division with an attached brigade of the 4th Australian Division also beat off a succession of heavy attacks about Bucquoy with great loss, to the enemy. Less important attacks at different points between Hebuterne and Dernancourt were in each case repulsed, and led to the capture of a number of prisoners by our troops.

The End of the First Stage.
(46) With this day's battle, which ended in the complete defeat of the enemy on the whole front of his attack, the first stage of the enemy's offensive weakened and eventually closed on the 5th April. During these days hostile pressure continued South of the Somme, and after much fierce and fluctuating fighting in this area, accompanied by a number of strong local attacks also on the northern portion of the battle front, the enemy on ithe 4th and 5th April made final unsuccessful efforts to overcome the resistance of the Allies. These attacks, however, though formidable, lacked the weight that had made his earlier successes possible, while the strength of the Allied positions increased from day to day. During the night of the 28th-29th March, our outpost line between Arleux-en-Gohelle and Avion was withdrawn to conform to our positions farther South. Except at minor points,, no further ground was gained by the enemy North of the Somme; while by successful local operations on the 30th March and the night of the 2nd-3rd April, the New Zealand Division advanced their line at Hebuterne, capturing 250 prisoners and over 100 machine-guns, and the 32nd Division, under command of Major- General C. D. Shute, C.B., C.M.G., retook Ayette with 192 prisoners. A number of prisoners were taken by us also in local fighting; at other points. The

Fighting in the Avre and Luce Valleys.
(47) During these latter days the problem South of the Somme was to disengage the divisions which had been fighting since the 21st March, and give them an opportunity 'to reorganise. Profiting by the great weariness of our troops, the enemy was making progress by local attacks rather than by general attacks inforce, and there is little doubt that, had it been possible to put in fresh troops a few days earlier, the enemy's advance could have been stopped and even turned back -without niucih difficulty. The divisions of the III. Corps, which had already been heavily engaged, were on their way to reinforce our line. These troops, however, had not yet arrived, and on the 29th March the greater part of the British front South of the Somme was held by Carey's Force, assisted by the 1st Cavalry Division and such troops of the divisions originally engaged as it had not yet been found possible to withdraw. In rear of these troops, a few of the divisions of the Fifth Army were given a brief opportunity to re-assemble. Hostile pressure recommenced during the morning of 29th March from Demuin southwards, and in spite of vigorous counter-attacks our troops and the French were forced back from Mezieres. During the night, the enemy established a footing in Moreuil Wood, and on the following morning attacked on both sides of the River Luce. Our line in Moreuil Wood was restored by a brilliant counter-atttack carried out by the Canadian Cavalry Brigade supported by the 3rd Cavalry Brigade, but tlhe enemy gained possession of Demuin. North of the Luce also the enemy made some progress, but in the afternoon was held up and finally driven back into Aubercourt by counter-attacks carried out by troops of the 66th Division and the 3rd Australian Division, Major-General Sir J. Monash, K.C.B., commanding the latter division. In this operation a squadron of the 2nd Cavalry Division co-operated very finely. In the evening, a most successful counter-attack by troops of the 20th and 50th Divisions re-established our line South of the Luce and captured a number of prisoners. Other hostile attacks on both banks of the Somme were repulsed with heavy loss approximate to the normal type of trench warfare, broken only by occasional local attacks on either side.

Reason for Retirement on the Right of the Battle Front.
(49) Though the enemy's progress had been stopped, this result had been obtained only by the sacrifice of a very considerable .area, of ground and by a great expenditure of reserves. This latter factor was to have a material influence upon the course of the subsequent fighting on the northern portion of the British front. Before passing, therefore, to the operations on the Lys, it will be convenient to give some account of the causes to which the retirement on the Fifth Army front and the right of the Third Army can be attributed.
(i) In the first place, the forces at the disposal of the Fifth Army were inadequate to meet and hold an attack in such strength asthat actually delivered by the enemy on its front. The reason for this state of affairs has already been pointed out in paragraph 9 of this report, in which the relative importance of the various portions of the line held by the British Army was explained. The extent of our front made it impossible, with the forces under my command, to have adequate reserves at all points threatened. It was therefore necessary to ensure the safety of certain sectors which were vital, and to accept risks at others. In certain, sectors, particularly in the northern, and central portions of my front, it w|as of vital importance that no ground should be given up to the enemy. In the southern sector alone it was possible under extreme pressure to give; ground to some extent without serious consequences, over the area devastated by the enemy in his retreat in the spring of 1917. The troops holding this latter part of tihe front could fall .back to meet their reinforcements, which need not necessarily be pushed forward so far or so rapidly as elsewhere. Moreover, the southern sector could be reinforced with French troops more easily than any other portion of the British line. I therefore considered it unsound to maintain a considerable force of reserves south of the River Somme, while it was yet unknown where and to what extent the enemy would commit his reserves. The Fifth Army was instructed early in February to act accordingly, both in regard to defensive preparations on the ground and in the actual conduct of the defence.
(ii) The front south of the River Omignon was only taken over by the British some seven weeks before the enemy's attack, a period insufficient to ensure that the scheme of defence would be in an efficient state of preparation. During the winter it had been possible to hold the defences in this sector very lightly, and they were consequently in themselves inadequate to meet any serious form of attack. Much work, therefore, had to be carried out by the Fifth Army, and strenuous efforts were made with such resources as were available to improve the defences as rapidly as possible. Great difficulties, however, were met with in the devastated area. The roads were in a bad condition, there was no light railway systemv the broad gauge system was deficient, and there was a serious lack of accommodation for the troops. The amount of labour at our disposal being limited, all available labour units in rear of the forward defensive zones were allotted to the construction of the Peronne Bridgehead defences, which were considered of primary importance, with the result that practically no work had been carried out with the object of securing the line of the River Somme itself.
(iii) The thick fog which enveloped the battlefield on the mornings of the 21st and 22nd March undoubtedly masked the fire of artillery, rifles and machine guns. Where the troops on the ground were more numerous this was not of such extreme importance; but where the defences were more lightly held, as in the southern sector of the Fifth Army front, and depended for their maintenance on the cross fire of artillery and machine guns, the masking of our fire enabled the enemy to penetrate and turn the flanks of certain important localities.
(iv) On the extreme right, the valley of the River Oise, normally marshy and almost impassable during the early spring, was, owing tothe exceptionally dry weather, passable for infantry almost everywhere, and formed no serious obstacle. This applies equally to the valley of the River Bomme, which in the latter stage of the battle was easily negotiated by the hostile infantry between the recognised points of passage. A much larger number oi troops would therefore have been required to render the defence of these rivers secure. These forces, however, were not available except at the expense of other and more vital portions of my tront, and as the exceptional weather conditions could not have been foreseen by the enemy at the time when the preparations for his offensive were undertaken, there was a strong possibility that he would not be able to take advantage of them.
(v) For some time prior to the 21st March it was known that the enemy had been making extensive preparations for an offensive on the Reims front, and that these preparations were already far advanced. As pointei out above, the bombardment on the battle front had been accompanied by great artillery activity on both sides of Reims. It could not be determined with certainty that this was a feint until the attack upon the British had been in progress for some days. The enemy might have employed a portion of his reserves in this sector, and the knowledge of this possibility necessarily influenced the distribution and utilisation of the French reserves.

The Situation on the Northern Front.
(50) The possibility of a German attack north of the La Bassee Canal, for which certain preparations appeared to have been carried out, had been brought to my notice prior to the 21st March. Indications that preparations for a hostile attack in this sector were nearing completion had been observed in the first days of April, but its extent and force could not be accurately gauged. There were obvious advantages for the ciiemy in such a course of action. In the first place, the depth of his advance on the southern portion of the battle front had left him with a long and dangerously exposed flank between Noyon and Montdidier. The absence of properly organised communications in the battle area made this flank peculiarly vulnerable to a counter-stroke by the French. To prevent this, and preserve the initiative in his hands, it was essential that he should renew his attack without delay. In the second place, the heavy and prolonged struggle on the Somme had placed a severe strain on the forces under my command and had absorbed the whole of my reserves. Further, to meet the urgent demands of the battle, I had been forced to withdraw ten divisions from the northern portion of my line, and to replace them by divisions exhausted in the Somme fighting, which had only just been made up with reinforcements recently sent out from home. The divisions thus withdrawn had been taken chiefly from the Flanders front, where, in a normal year, the condition of the ground could be relied upon to make offensive operations on a large scale impossible before May at the earliest. A strong additional reason for drawing these divisions principally from the north was furnished by conditions on the central portion of my front between the Scarpe and the La Bassee Canal. Should urgent necessity arise it would be possible to give ground to a limited extent in the North, while still preserving strong lines of defence, which could in part be covered by inundations. On the other hand, a break tnrougn on our centre, about Vimy, would mean the realisation of the enemy's plan which had been foiled by our defence at Arras on the 28th March, namely, the capture of Amiens and the separation of the bulk of the British armies froan the French and from those British forces acting under the direction of the latter. The enemy's preparations for an offensive in this central sector, the extreme importance of which will readily be understood, had been complete for some time. The admirable and extensive railway system serving it made it possible for him to effect with great rapidity at any -moment the concentration of troops necessary for an attack. My own forces in this sector, therefore, cjould not greatly be reduced. In consequence of these different factors, the bulk of the divisions in front line in the northern, battle, and in particular the 40th, 34th, 25th, 19th and 9th Divisions which on the 9th April held the portion of my front between the Portuguese sector and the Ypres - Comines Canal, had already taken part in the southern battle. It must be remembered that before the northern battle commenced forty six out of my total force of fifty-eight divisions had been engaged in the southern area At the end of March, however, the northern front was rapidly drying up under the influence of the exceptionally rainless spring, and, in view of the indications referred to, the possibility of an early attack in this sector became a matter for immediate consideration. Arrangements for the relief of the Portuguese divisions, which had been continuously in line for a long period and needed rest, were therefore undertaken during the first week of April, and were to have been completed by the morning of the 10th April. Meanwhile, other divisions which had been engaged in the Somme fighting, and had been withdrawn to rest and reorganise, were moved up behind the Lys front. Arrangements had already been mode for the evacuation of the salient at Passchendaele should circumstances require it, a measure which would both upset any preparations which the enemy might have made for an offensive there and economise a few troops for use elsewhere. The steps which I could take, however, to meet a danger which I could foresee were limited by the fact that, though the enemy's progress on the Somme had for the time being been stayed, the great mass of hostile divisions still concentrated on that front constituted a threat to the safety of the British Armies of an imperative character. The enemy was in a position to take immediate advantage of any weakening of my forces in that area.

The Lys Battle Opened.
(51) The persistence of unseasonably fine weather and the rapid drying up of the low lying ground in the Lys Valley enabled the enemy to anticipate the relief of the 2nd Portuguese Division. On the night of the 7th April, an unusually heavy and prolonged bombardment with gas shell was opened along practically the whole front from Lens to Armentieres. At about 4 a.m. on the 9th April the bombardment recommenced recommenced with the greatest intensity with both gas and high explosive shell. The enemy's attack in the first instance was launched on the northern portion of the front of General Sir H. S. Horne's First Army, held by the XI and XV Corps under command respectively of Lt.-General Sir R. C. R. Haking, K.G.B., K.C.M.G., and Lt.-General Sir J. P. Du Cane, K.C.B. On the 10th April the right of General Sir H. C. O. Plumer's Second Army, held by the IX Corps under command of Lit.-General Sir A. Hamilton Gordon, K.C.B., was also involved. In the early stages of the battle the XV Corps was transferred to the Second Army, and at later dates the extension of the battle front led to the intervention of the I Corps, under command of Lt.-General Sir Arthur Holland, K.C.B., M.V.O., D.S.O., on the First Army front, and of the XXII Corps, under command of Lt.-General .Sir A. J. Godley, K.C.B., K.C.M.G., on the Second Army front. Subsequently the II Corps of the Second Army, under command of Lt.-General Sir C. W. Jacob, K.C.B., became involved in the withdrawal from the Passchendaele salient.

At about 7 a.m. on the 9th April, in thick fog which again made observation impossible, the enemy appears to have attacked the left brigade of the 2nd Portuguese Division in strength and to have broken into their trenches. A few minutes afterwards, the area of attack spread south and north. Shortly after 7 a.m. the right brigade of the 40th Division reported that an attack had developed on their front and was bedng held, but that machine gunners near their right-hand post could see the enemy moving rapidly through the sector to the south of them. Communication with the divisions in line was difficult, but during the morning the situation cleared up, and it became apparent that a serious attack was in progress on the front of the 55th Division, under command of Major- General H. S. Jeudwine, C.B., and of the 2nd Portuguese and 40th Divisions from the La Bassee Canal to Bois Grenier. Meanwhile, shortly after the opening of the bombardment, orders had been given to the 51st and 50th Divisions to move up behind Richebourg-St. Vaast and Laventie and take up their positions in accordance with the pre-arranged defence scheme. Both these divisions lhad also been heavily engaged in the Somme battle, and had but recently arrived in the neighbourhood. The 1st King Edward's Horse and the 11th Cyclist Battalion had been sent forward at once to cover their deployment. Between 8 a.m. and 9.0 a.m. the enemy succeeded in occupying the forward posts of the right battalion of the 40th Division and attacked northwards along the Rue Petillon and Rue de Bois. Our machine-gun posts in this area continued to fight until all but one of their machine guns were destroyed, and by their fire greatly delayed his progress. At 10.15 a.m., however, his troops were already in Rouge de Bout, more than 2,000 yards in rear of the headquarters of the 40th Division's right battalion, which, at this hour, were still holding out at Petillon. Later in the morning, the 40th Division was pushed back by pressure on its front and flank to a position facing south between Bois Grenier, Fleurbaix and Saillysur- la-Lys, its right brigade in particular having lost heavily. South of the Portuguese sector, the 55th Division was heavily attacked on its whole front, and by 10.30 a.m., its left brigade had been forced back from its outpost line. The main line of resistance was intact and a defensive flank was formed facing north between Festubert and a strong point just south of Le Touret, where touch was established later with troops of the 51st Division. Throughout the remainder of the day, the 55th Division maintained its positions against all assaults and by successful counter-attacks captured over 750 prisoners. The success of this most gallant defence, the importance of which it would be hard to over-estimate, was due in great measure to the courage and determination displayed by our advanced posts. These held out with the utmost resolution though surrounded, pinning to the ground those parties of the enemy who had penetrated our defences, and preventing them from developing their attack. Among the many gallant deeds recorded of them, one instance is known of a machine gun which was kept in action although the German infantry had entered the rear compartment of the " pill-box " from which it was firing, the gun team holding up the enemy by revolver fire from the inner compartment. To the north the positions held by the 55th Division, the weight and impetus of the German attack overwhelmed the Portuguese troops, and the enemy's progress was so rapid that the arrangements for manning the rear defences of this sector with British troops could scarcely be completed in time. The 1st King Edward's Horse and the 11th Cyclist Battalion, indeed, occupied Lacouture, Vieille Chapelle and Huit Maisons, and by their splendid defence of those places enabled troops of the 51st and 50th Divisions to come into action east of the Lawe River between Le Touret and Estaires. East of Estaires our troops found the enemy already in possession of the right bank of the river, and touch between the 50th and 40th Divisions could not be established. After heavy fighting the right of the 40th Division was forced back upon the Lys, and early in the afternoon withdrew across the river at Bac St. Maur. The remainder of the 40th Division, reinforced by troops of the 34th Division, established themselves in a position covering the approaches to Erquinghem and Armentieres, between Fort Rompu on the Lys and our old front line north-east of Bois Grenier. Here they successfully maintained themselves, although the line was not readily defensible and was constantly attacked. In this fighting very gallant service was rendered by the 12th Battalion, Suffolk Regiment, 40th Division, who held out in Fleurbaix until the evening, though heavily attacked on three sides. During the afternoon troops of the 51st and 50th Divisions (chiefly composed of drafts hurriedly sent up to join their regiments) were heavily engaged east of the Lawe River and were gradually pressed back upon the river crossings. The enemy brought up guns to close range and in the evening crossed at Estaires and Pont Riqueul, but in both cases was driven back by counter-attacks. At the end of the day the bridgeheads were still held by us as far east as Sailly-sur-la-Lys. In the course of the night our troops at Estaires and in the sector to the south were withdrawn to the left bank of the Lawe and Lys Rivers, after sharp fighting about Pont The bridges across both rivers were blown up, though, as had been the case in the Somme battle, in some instances their destruction was incomplete.

The Crossing at Bac St. Maur. (52) East of Sailly-sur-la-Lys the enemy had followed closely the troops of the 40th Division who had crossed at Bac St. Maur and, though here also the bridge had been blown up, at about 3 p.m., succeeded in passing small parties across .the river by an emergency bridge under cover of machine-gun fire. During the remainder of the afternoon and evening the strength of his forces north of tthe river steadily increased, and pushing northwards they reached Croix du Bac. At this point they were counter-attacked early in the night by a brigade of the 25tfh Division, and pressed back. Our troops were unable, Jiowever, to clear the German infantry completely from the village, and during the night the enemy established himself firmly on the north bank of the river.

The Struggle for Estaires.
(53) Early in the morning of the 10th April, the enemy launched heavy attacks covered by artillery fire about the river crossings at Lestrem and Estaires, and succeeded in reaching the left bank at both places; but in each case he was driven back again by determined counter-attacks by the 50th Division. The enemy continued to exercise great pressure at Estaires, and fierce street fighting took place, in which both sides lost heavily. Machine guns, mounted by our troops in the upper rooms of houses, did great execution on has troops as they moved up to the attack, until the machine guns were knocked out by artillery fire. In the evening the German infantry once more forced their way into Estaires, and after a most gallant resistance the 50th Division withdrew at nighitfall to a prepared position to the north and west of the town. East of Estaires the enemy had already crossed the Lys in strength, with artillery in close support of his infantry, and by the evening had pressed back our troops to a position north of Steenwerck. Thereafter, the arrival of British reinforcements for the time being held up his advance.

The Attack at Messines.
(54) Meanwhile, after an intense bombardment of ouir front and support lines and battery areas between Frelinghien and Hill 60, strong hostile attacks had developed at about 5.30 a.m. in this sector also. The outpost positions of the 25th and 19th Divisions in line north of Armentieres and east of Messines were driven in, and during the morning the enemy worked his way forward under cover of mist along the valleys of the Warnave and Douve Rivers, on the flanks of our .positions in Ploegsteert Wood and Messines. By midday he had gained Ploegsteert Village, together with the south-eastern portions of Ploegsteert Wood, and had captured Messines. North of that village the area of attack extended during the afternoon as far as the north bank of the Ypres - Comines Canal. In tihis new sector the enemy carried our forward positions as far as Hollefoeke, pushing back our line to the crest of the Wytschaete Ridge. Messines was retaken early in the afternoon by the South African Brigade, 9th Division. During the night this division cleared Wytschaete of parties of German troops. North of Hollebeke our positions astride the Ypres - Comines Canal were substantially unchanged, and on this front the 9th Division killed great numbers of the enemy.

The Withdrawal from Armentieres.
(55) The enemy's advance north of Armentieres made the position of the 34th Division in that town very dangerous. Though it had not yet been attacked on its own front, its available reserves had already been heavily engaged in protecting its southern flank. As the northern flank also had now become exposed, it was decided to withdraw the division to the left bank of the Lys. The early stages of tlhe movement were commenced shortly after midday. Though the operation was closely followed up by tihe enemy and pressed by him on all sides, it was carried out with great steadiness and in good order, and by 9.30 p.m. had been completed successfully. All the bridges across the river were destroyed.

The Fall of Merville.
(56) On the morning of the 11th April the enemy recommenced his attacks on the whole front, and again made progress. Between Givenchy and the Lawe River the successful resistance of the past two days was maintained against repeated assaults. Between Locon and Estaires the enemy, on the previous evening, had established a footing on the west bank of the river in the neighbourhood of Fosse. In this area and northwards to Lestrem he continued to push westwards, despite the vigorous resistance of our troops. At Estaires, the troops of the 5th Division, tired and reduced in numbers by (the exceptionally heavy fighting of the previous three weeks and threatened on their right flank by the enemy's advance south of the Lys, were heavily engaged. After holding their positions with great gallantry during the morning, they were slowly pressed back in the direction of Merville. The enemy employed large forces on this front in close formation, and the losses inflicted by our rifle and machine-gun fire were unusually heavy. Our own troops, however, were not in sufficient numbers to hold up his advance, and as they fell back and their front gradually extended, gaps formed in the line. Through these gaps bodies of German infantry worked their way forward, and at 6 p.m. had reached Neuf Berquin. Other parties of the enemy pushed on along the north bank of the Lys Canal and entered Merville. As it did not appear possible to clear the town without fresh forces, which were not yet available, it was decided to withdraw behind the small stream which runs just west of the town. This withdrawal was successfully carried out during the evening.

The Withdrawal from Nieppe and Hill 63.
(57) Heavy fighting took place on the remainder of the front south of Armentieres, and the enemy made some progress. In this sector, however, certain reinforcements had come into action, and in the evening a counter-attack carried out by troops of the 31st Division, recently arrived from the southern battle-field, regained the hamlets of Le Verrier and La Becque. Meanwhile, north of Armentieres strong hostile attacks had developed towards midday and were pressed vigorously in the direction of Nieppe and Neuve Eglise. In the afternoon, fierce fighting itook place about Messines, which the enemy had regained. Beyond this, his troops were not able to push .their advance, being checked and driven back by a counterattack by the South African Brigade. South of Hollebeke the 9th Division had again been heavily attacked during the morning, but had held their positions. Owing to the progress made by the enemy in the Ploegsteert sector, the position of the 34th Division at Nieppe, where .they had beaten off a determined attack during the morning, became untenable. Accordingly, in the early part of the nigiht our troops at Nieppe fell back under orders to the neighbourhood of Pont d'Achelles. Still further ,to shorten our line and economise men, our troops between Pont d'Achelles and Wytschaete were withdrawn to positions about 1,000 yards east of Neuve Eglise and Wulverghem. This withdrawal involved the abandonment of Hill 63 and of the positions still iheld by us about Messines.

The Southern Flank steady.
(58) Though our troops had not been able to prevent the enemy's entry imto Merville, their vigorous resistance, combined with the maintenance of our positions at Givenchy and Festubert, had given an opportunity for reinforcements to build up our line in this sector. As troops of the 3rd, 4th, 5th, 31st, 61st and 1st Australian Divisions began to arrive, the southern portion of ithe battle front gradually became steady. Time was still required, however, to complete our dispositions, and for the next two days tihe situation in this area remained critical. A sudden attack just before dawn on the 12th April broke through the left centre of the 51st Division about Paoaut and Riez du Vinage, and but for the gallantry and resource of two batteries of the 255th Brigade, R.F.A., commanded respectively by Major L. N. Davidson, D.S.O., and Major F. C. Jack, M.C., might have enabled the enemy to cross the La Bassee Canal. Each of these batteries as it retired left a gun within 500 yards of the canal and, assisted by a party of gunners who held the drawbridge with rifles, worked with them to such good purpose .that the en-emy's advance was stopped. The 3rd Division was already in action on the right of the 51st Division about Locon where, though forced ito fall back a short distance, our troops inflicted very heavy casualties upon an enemy greatly superior in numbers. On the left of the 51st Division, tihe 61st Division was coming into action about the Clarence River. Both ithe 3rd and the 61st Divisions had been engaged in many days of continuous fighting south of Arras; but with the arrival of these troops, battle-weary though they were, the enemy's progress in this sector of the front was definitely checked. At Merville also, our troops, though compelled to give ground somewhat during the morning, thereafter maintained themselves successfully.

The Thrust towards Hazebrouck.
(59) Meanwhile, a situation which threatened to become serious had arisen north of Merville. At about 8 a.m. the enemy attacked in great strength on a front extending from south of the Estaires-Vieux Berquin Road to the neighbourhood of Steenwerck. After very lieavy fighting, in the course of which, the 1st Battalion Royal Guernsey Light Infantry, 29th Division, Major-General D. E. Cayley, C.M.G., commanding the division, did gallant service, he succeeded in the afternoon in overcoming the resistance of our troops about Doulieu and La Becque, forcing them- back in a north-westerly direction. As the result of this movement, a gap was formed in our line .south-west of Bailleul, and bodies of the- enemy who had forced their way through seized Outtersteene and Merris. In the evening a brigade of the 33rd Division, Major-General R. J. Pinney, C.B., commanding the division, with a body of Cyclists, a Pioneer battalion, and every available man from schools and reinforcement camps, came into action in this sector. On their left, troops of the 25th, 34th, and 49th Divisions, Major-General N. J. G. Cameron, C.B., C.M.G., commanding the last mentioned division, though heavily attacked, maintained their positions to the south and south-east of Bailleul, and before midnight our line had been reformed.

Next day, the enemy followed up his attacks with great vigour and the troops of the 29th and 31st Divisions, now greatly reduced in strength by the severe fighting already experienced and strung out over a front of nearly 10,000 yards east of the Foret de Nieppe, were once more tried to the utmost. Behind them the 1st Australian Division, under command of Major-General Sir H. B. Walker, K.C.B., D..S.O. was in process of detraining, and the troops were told that the line was to be held at all costs, until the detrainment could be completed. During the morning, which was very foggy, several determined attacks, in which a German armoured car came into action against the 4th Guards Brigade on the southern portion of our line, were repulsed with great loss to the enemy. After the failure of these assaults, he brought up field guns to point blank range, and in the northern sector with their aid gained Vieux Berquin. Everywhere except at Vieux Berquin, the enemy's advance was held up all day by desperate fighting, in which our advanced posts displayed the greatest gallantry, maintaining their ground when entirely surrounded, men standing back to back in the trenches and shooting to front and rear. In the afternoon the enemy made a further determined effort, and by sheer weight of numbers forced his way through the gaps in our depleted line, the surviving garrisons of our posts fighting where they stood to the last with bullet and bayonet. The heroic resistance of these troops, however, had given the leading brigades of the 1st Australian Division time to reach and organise their appointed line east of the Foret de Nieppe. These now took up the fight and the way to Hazebrouck was definitely closed.

The performance of all the troops engaged in this most gallant stand, and especially that of the 4th Guards Brigade, on whose front of some 4,000 yards the heaviest attacks fell, is worthy of the highest praise. No more brilliant exploit has taken place since the opening of the enemy's offensive, though gallant actions have been without number. The action of these troops, and indeed of all the divisions engaged in the fighting in the Lys Valley, is the more noteworthy because, as already pointed out, practically the whole of them had been brought straight out of the Somme battlefield, were they had suffered severely and had been subjected to a great strain. All these divisions, without adequate rest and filled with young reinforcements which they had had no time to assimilate, were again hurriedly thrown into the fight and, in spite of the great disadvantages under which they laboured, succeeded in holding up the advance of greatly superior forces of fresh troops. Such an accomplishment reflects the greatest credit on the youth of Great Britain, as well as upon those responsible for the training of the young soldiers sent out from home at this time.

The Struggle for Neuve Eglise.
(60) On the afternoon of the 12th April sharp fighting had taken place in the neighbourhood of Neuve Eglise, and during the night the enemy's pressure in this sector had been maintained and extended. By the morning of the 13th April his troops had forced their way into the village, but before noon were driven out by troops of the 33rd and 49th Divisions by a most successful counter-attack in which a number of prisoners were taken. In the coarse of this day, also, a succession of heavy attacks were driven off with great loss to the enemy, by the 33rd and 34th Divisions about Meteren and La Creche. In the evening further attacks developed on this front and at Neuve Eglise. The pressure exercised by the enemy was very great and bodies of German infantry, having forced their way in between La Creche and Neuve Eglise, began a strong encircling- movement against the left of the 34th Division north and east of the former village.

During the early part of the night our troops maintained their positions, but before dawn on the 14th April withdrew under orders to a line in front of the high ground known as the Ravelsburg Heights between Bailleul and Neuve Eglise, the enemy having been too severely handled to interfere. At Neuve Eglise the enemy again forced his way into the village, and heavy and confused fighting took place throughout the night. A party of the 2nd Battalion, Worcestershire Regiment, 33rd Division, maintained themselves in the Mairie until 2.0 p.m. on the 14th April, and during the morning of this day other troops of the same division were reported to have cleared the village with bombs. The enemy persisted in his attacks, however, and by midnight Neuve Eglise was definitely in his possessfon. Other attacks delivered on the 14th April between Neuve Eglise and Bailleul and south-east of Meteren were repulsed. Farther south, local fighting had taken place meanwhile both on the 13th and 14th April at a number of points between Givenchy and the Foret de Nieppe. In these encounters the enemy had met with no success. On the other hand, a local operation carried out by the 4th Division on the evening of the 14th April resulted in the recapture of Riez du Vinage with 150 prisoners.

The Capture of Bailleul.
(61) On the morning of the 15th April the 19th Division repulsed hostile attacks about Wytschaete. Late in the afternoon fresh assaults in great strength, in which the Alpine Corps and two other fresh German divisions were engaged, developed against Bailleul and the Ravelsberg Heights. After heavy fighting the enemy gained a footing on the eastern end of the high ground and, though driven back by a counter-attack, re-established his position there and worked west along the ridge. By 7.0 p.m. the whole of it was in his possession, .and the retention of Bailleul itsejf became very difficult. Two hours later, hostile infantry forced their way into the town, and our troops, who were being heavily attacked from the east and south, were compelled to fall back to positions between Meteren and Dranoutre.

The Withdrawal at Passchendaele.
(62) In order to set free additional British troops for the battle and to delay the execution of any plans which the enemy might be entertaining for extending the flank of his attack to the north, I approved of putting into execution the scheme for the gradual evacuation of the Ypres salient. The first stage in this withdrawal had been carried out on the night of the 12th-13th April, since which date our positions on the Passchendaele Ridge had been held by outposts only. On the night of the 15th-16th April the withdrawal was carried a stage further, our troops taking up positions along the line of the Steenbeek River and the Westhoek and Wytschaete Ridges.

The Arrival of French Troops.
(63) The constant and severe fighting on the Lys battle front, following so closely upon the tremendous struggle south of Arras, had placed a very serious strain upon the British forces. Many British divisions had taken part both in the northern and southern battles, while others had been engaged almost continuously from the outset of the German offensive. I had represented the state of affairs to General Foch, Commanding-in-Chief the Allied Forces, and had pointed out to him the necessity of relief for the British troops and their need of an opportunity to rest and refit. General Foch had complied with my request without delay. Certain French forces were moved to the north, and by this date were already in position close behind the British front in Flanders.

The First Attacks on Kemmel.
(64) At different times on the 16th April a number of strong local attacks were made by the enemy on the Meteren-Wytschaete front, which were for the most part repulsed with heavy loss to him by the 25th, 34th and 49th Divisions. At Meteren and Wytschaete, however, he succeeded in penetrating our positione, and after much rather confused fighting established himself in both villages. Counterattacks delivered during the evening by British and French troops failed to eject him, though at Wytschaete a battalion of the 9th Division reached the eastern edge of the village and our line was ultimately established close up to its western and northern outskirts. These attacks were followed on the morning of the 17th April by a determined attempt on the part of the enemy to capture the commanding feature known as Kemmel Hill. The assault was launched after a preliminary bombardment of great intensity, and was accompanied by strong attacks in the Meteren and Merris sectors. The enemy's attacks in the Kemmel sector were pressed with great determination, but ended in his complete repulse at all points by troops of the 34th, 49th and 19th Divisions, his infantry being driven out by counter-attacks wherever they had gained a temporary footing in our line. The attacks at Meteren and Merris were also beaten off with heavy loss by the 33rd Division and the 1st Australian Division.

On this day also the enemy launched a strong assault upon the right of the Belgian Army about the Ypres-Staden Railway. This attack, the object of which was to capture Bixschoote and advance beyond the Yser Canal, ended in complete failure, and left over 700 prisoners in the hands of our Allies.

Operations North of Bethune.
(65) On the 18th April the enemy made a fresh effort to overcome our resistance on the southern flank of his attack. After a heavy bombardment which at Givenchy is reported to have exceeded in intensity even the bombardment of 9th April, his infantry attacked on nearly the whole front from Givenchy to West of Merville. At Givenchy and Festubert they succeeded at certain points in entering our positions, but after severe and continous fighting, lasting throughout the day, the troops of the 1st Division, under command of Major-General E. P. Strickland, C.B., C.M.G., D.S.O., regained by counter-attacks, practically the whole of their original positions. Elsewhere the enemy failed to obtain even an initial success, being repulsed with exceedingly heavy loss at all points by the 4th and 61st Divisions.

For nearly a week following the failure of these attacks the battle on the Lys front died down, though sharp fighting of a minor character took place from time to time at different points, particularly in the neighbourhood of Festubert, where a strong point, known as Route "A" Keep, changed hands more than once before remaining finally in our possession. Further West, the 4th Division, in co-operation with the 61st Division, carried out a series, of successful local operations North of the La Bassee Canal, resulting in the capture of some hundreds of prisoners and a considerable improvement of our positions between the Lawe and the Clarence Rivers. During this period, also, the French troops which had already come into line in the neighbourhood of Meteren and opposite Spanbroekmolen, gradually relieved the British troops between these two points, and by the morning of the 21st April had taken over the whole of the Kemmel sector.

The Attack on Villers Bretonneux.
(66) Local attacks, meanwhile, had taken place from time to time on both sides of the Somme battle front, particularly in the vicinity of Hangard, where our line linked up with the French, and about Aveluy Wood. On the 23rd April a more serious attack, in which four German divisions were employed against the British forces alone and German and British tanks came into conflict for the first time, took place on the Allied front between the Somme and the Avre Valleys. At about 6.30 a.m., after a heavy bombardment lasting about three hours, the enemy advanced to the assault on the whole British front South of the Somme, under cover of fog. In the ensuing struggle, German tanks broke through our line south-east of Villers Bretonneux, and turning to North and South, opened the way for their infantry. After heavy fighting, in which great losses were inflicted on his troops both by our infantry fire and by our light tanks, the enemy gained possession of Villers Bretonneux; but -was held up on the edge of the wood just West of that .place by a counter-attack by the 8th Division. South of Villers Bretonneux, some of our heavy tanks came into action and drove back the German tanks, with the result that the enemy's infantry were stopped some distance to the East or C'achy Village, which formed their objective. North of Villers Bretonneux, all attacks were repulsed. At 10.0 p.m., on the night of the 23rd/24th April, a counter-attack was launched by a Brigade of the 18th Division and the 13th and 15th Brigades of the 4th and 5th Australian Divisions, Major-General Sir J. J. T. Hobbs, K.C.B., commanding the latter division, and met with remarkable success. A night operation of this character, undertaken at such short notice, was an enterprise of great daring. The instant decision to seize the opportunity offered, and the rapid and thorough working out of the general plan and details of the attack on the part of the III. Corps Commander and divisional and subordinate commanders concerned are most worthy of commendation, while the unusual nature of the operation called for the highest qualities on the part of the troops employed. It was carried out in the most spirited and gallant manner .by all ranks. The 13th Australian Brigade, in particular, showed great skill and resolution in their attack, making their way through belts of wire running diagonally to the line of their advance, across very -difficult country which they had had no opportunity to reconnoitre beforehand. At daybreak, Villers Bretonneux was practically surrounded by our troops. During the morning two battalions of the 8th Division worked their way through the streets and houses, overcoming the resistance of such parties of the enemy as were still holding out. That afternoon Villers Bretonneux was again completely in our possession. In this wellconceived and brilliantly executed operation nearly 1,000 prisoners were captured by our troops. A German tank was left derelict in our lines and was salved subsequently.

The Capture of Kemmel Hill.
(67) These operations on the southern front were followed on the 25th April by a renewal of the enemy's .attacks in great strength North of the Lys. Following upon a very violent bombardment, at about 5.0 a.m. the enemy attacked the French and British positions from Bailleul to the Ypres - Comines Canal with nine divisions, ot which five were fresh divisions and one other had been but lightly engaged. The main object of the attack was the capture of Kemmel Hill by a direct assault upon the French, combined with an attack upon the British right South of Wytschaete, aimed at turning the British right flank and separating it from the French. At that date the British right flank lay on the Messines-Kemmel road, at a point about half-way between Kemmel and Wytschaete. After very heavy fighting, the German infantry worked their way round the lower slopes of the high ground, and at 10.0 a.m. had succeeded in capturing Kemmel Village and Hill; though elements of French troops beld out until a late hour on the hill and in the village. The weight of the attack in the British sector fell on the 9th Division and attached troops of the 49th Division, who at 7 a.m. were still holding their positions about Wytschaete intact, though heavily engaged. Fierce fighting continued in this neighbourhood for some% hours later, and great numbers of Germans were killed by rifle and machine-gun fire at short range. Later in the morning the right of the 9th Division was forced to fall back fighting stubbornly to Vierstraat, but at 1 p.m. our troops still held the Grand Bois. north of Wytschaete. In the afternoon the attack spread northwards along the front held by the 21st Division. By the evening our troops had been gradually pushed back from their forward positions, and held a line running from Hill 60 to Voormezeele, when it passed north of Vierstraat to our junction with the French about La Clytte. The Allied line had not been, broken, and reinforcements were hurrying up. Next day fighting continued fiercely. In the early morning a very gallant counterattack by the 25th Division, with attached troops of the 21st and 49th Divisions, undertaken in conjunction with the French, penetrated into Kemmel Village, taking over 300 prisoners. Our troops then found themselves exposed to heavy machine-gun fire from the flanks, and were unable to maintain their positions. Later in the morning the enemy renewed his attacks in strength, but, in spite of repeated efforts, was only able to make small progress at certain points. Troops of the 21st, 30th, 39th and 49th Divisions (Major-General C. A. Blacklock, C.M.G., D.S.O., commanding the 39th Division), and the South African Brigade of the 9th Division, had heavy fighting, and made several gallant counterattacks. It will not have been forgotten that each of the 21st, 30th and 39th Divisions haa experienced severe and prolonged fighting in the battle of the Somme. Successful counter-attacks were carried out also by the French, in the course of which the village of Locre was recaptured in a very gallant action. The capture of Kemmel Hill seriously threatened our position in the Ypres salient, the communications and southern defences of which were now under direct observation by the enemy, while his continued progress to the north-west in the Voormezeele sector would make the extrication of troops east of Ypres most hazardous. A further readjustment of our lines in the salient was accordingly carried out on the night of the 26th/27th April, our troops withdrawing to the general line Pilckem-Wieltje-west end of Zillebeke Lake -Voormezeele.

The Enemy's Advance Stayed.
(68) On the 28th April local fighting took place in the neighbourhood of Locre and Voormezeele without material change in the situation ; but on the following day, encouraged by the capture of Kemmel Hill, the enemy made a determined effort to improve his success. After a bombardment of exceptional intensity, which started at 3.10 a.m., a series of strong attacks were launched about 5 a.m. against the French and British positions from west of Dranoutre to Voormezeele. Very heavy fighting rapidly developed on the whole of this front, and ended in the complete repulse of the enemy with ithe heaviest losses to his troops. At Locre and to the north of that village the enemy made desperate attempts to overcome the resistance of our Allies and gain possession of the high ground known as the Scherpenberg. At one time parties of his troops entered Locre, and penetrated to the cross roads between the Scherpenberg and Mont Rouge, but in both localities successful French counter-attacks drove him out after bitter fighting. On the British front the positions held by the 21st, 49th and 25th Divisions were strongly attacked between 5 a.m. and 5.30 a.m. Oil the failure of these attacks bodies of German infantry advanced at 6 a.m. in mass formation, with bayonets fixed, against the 49th Division, and were repulsed with the heaviest losses. The 25th Division was again attacked at 8.35 a.m., and during the morning repeated attacks were made without result on this Division and the 49th Division, as well as on the 21st Division and attached troops of the 30th and 39th Divisions. At all points the attack was pressed vigorously with massed bodies of troops, and the losses suffered by the German infantry were very great. Throughout the whole of the fighting our infantry and artjillery fought magnificently, and in more than one instance our troops went out to meet the German attack and drove back the enemy with the bayonet. At the end of the day, except for a small loss of ground about Voormezeele, our line was intact, and the enemy had undergone a severe and decided check. In concert with this operation, the Belgian positions astride the Ypres-Staden Railway were again attacked, and once more vigorous counter-strokes by Belgian troops promptly ejected the German infantry from such ground as had been gained by them in their first assault. Here also the enemy's failure was complete. On the 30th April the French retook Locre early in the morning, but beyond this no infantry action of importance took place, and the month closed with the enemy definitely held on both the southern and the northern battle fronts.

The Task of the British Armies.
(69) It has been seen that in the Somme battle, by the end of March, in addition to some ten German divisions engaged against the French, a total of 73 German divisions were engaged and fought to a standstill by 42 British infantry divisions and three cavalry divisions. In order to complete the comparison between the forces engaged and to enable the nature of the task accomplished by our troops to be realised, it will be of value to give similar figures for the battle of the Lys. In the Lys battle, prior to the 30th April the enemy engaged against the British forces a total of 42 divisions, of which 33 were fresh and nine had fought previously on the Somme. Against these 42 German divisions 25 British divisions were employed, of which eight were fresh and 17 had taken a prominent part in the Somme battle. In the six weeks of almost constant fighting, from the 21st March to the 30th April, a total of 55 British infantry divisions and 3 cavalry divisions was employed on the battle fronts against a force-of 109 different German divisions. During this period a total of 141 different German divisions were engaged against the combined British and French forces.

Our Troops.
(70) The splendid qualities displayed by all ranks and services throughout the Somme and Lys battles make it possible to view with confidence whatever further tests the future may bring. On the 21st March the troops of the Fifth and Third Armies had the glory of sustaining the first and heaviest blow of the German offensive. Though assailed by a concentration of hostile forces which the enemy might well have considered overwhelming, they held up the German attack at all points for the greater part of two days, thereby rendering a service to their country and to the Allied cause the value of which cannot be over-estimated. Thereafter, through many days of heavy and continuous rearguard fighting, they succeeded in presenting a barrier to the enemy's advance until such time as the arrival of British and French reinforcements enabled his progress to. be checked. In the battle of the Lys, as has been pointed out .above, many of the same divisions which had just passed through the furnace of the Somme found themselves exposed to the full fury of a second great offensive by fresh German forces. Despite this disadvantage they gave evidence in many days of close and obstinate fighting that their spirit was as high as ever and their courage and determination unabated. Both by them and by the divisions freshly engaged every yard of ground was fiercely disputed, until troops were overwhelmed or ordered to withdraw. Such withdrawals as were deemed necessary in the course of the battle were carried o t successfully and in good order. At no time, either on the Somme or on the Lys, was there anything approaching a breakdown of command or a failure of morale under conditions that made rest and sleep impossible for days together, and called incessantly for the greatest physical exertion and quickness of thought, officers and men remained undismayed, realising that for the time being they must play a waiting game and determined to make the enemy pay the full price for the success which for the moment was his. In the course of this report it has been possible to refer to a very few of the many instances in which officers and men of all arms and services have shown courage and skill of the highest order. On countless other occasions officers and men, of whose names there is no record, have accomplished actions of the freatest valour, while the very nature of the ghting shows that on all parts of the wide battle fronts unknown deeds of heroism were performed without number. The British infantryman has always had the reputation of fighting his best in an uphill battle, and time and again in the history of our country, by sheer tenacity and determination of purpose, has won victory from a numerically superior foe. Thrown once more upon the defensive by circumstances over which he had no control, but which will not persist, lie has shown himself to possess in full measure the traditional qualities of his race.

The part of the artillery in a defensive battle is at once a most important and a most difficult one. The conditions under which guns are fought in trench warfare make a certain loss of material unavoidable when, in a defensive battle, a sudden change takes place to a war of movement. Yet, even in such circumstances, on which, moreover, the affording of artillery support to our infantry till the last moment is of paramount importance, much can be done, and on countless occasions much was done, by swift and resolute action, to prevent guns falling into the hands of the enemy. The loss of artillery in the series of battles, though considerable, might well have been much greater but for the courage, skill and resource displayed by all the ranks of the artillery, both heavy and field, and but for the constant efforts made to maintain close co-operation between artillery and infantry. Of the courage and devotion of the artillery numerous instances could be given, but one example must suffice. On the occasion of the attack east of Arras on the 28th March, a sixinch howitzer battery was heavily engaged by the enemy's artillery. After all the gun detachments had been either killed or wounded and all the guns but one had been destroyed, the remaining four officers of the battery continued to serve their last gun, until two of them, were killed and the other two wounded.

On the southern battle front, and particularly in the fighting about Noyon, cavalry were once more employed with great effect, and proved their extreme value in warfare of a more open nature. On more than one occasion they were able by rapid and successful action to restore a doubtful situation, while their appearance in tihe battle gave1 great encouragement to the infantry.

The work of the Royal Air Force, under command of Major-General J. M. Salmond, C.M.G., D.S.O., in co-operation with the other arms, has been brilliant. Throughout the period of active operations our airmen have established and maintained a superiority over the enemy's air forces without parallel since the days of the first Somane battle. Not content with destroying the enemy in the air, they have vigorously attacked his infantry, guns and transport with, bombs and machine-gun fire, and in the fighting south of the Somme in particular gave invaluable assistance to the infantry by these means on numerous occasions. In addition, the usual work of reconnaissance, photography, artillery co-operation, and bombing has been carried out vigorously and with remarkable results.

Reference has been made more than once in the body of this report to the very valuable work accomplished by Tanks and Tank personnel in the course of the Somme battle. Throughout the whole of this fighting Tanks took part in numerous successful counterattacks, many of which were instrumental in checking the enemy's progress at critical points. On these occasions Tanks have shown that they possess capabilities in defence little, if at all, less than those which they have already proved in attack. In their first encounter with German Tanks officers and men of the Tank Corps displayed with success under conditions new in warfare the same energy and resource which have always characterised tiheir action.

The experience of the Somme and Lys battles has emphasised once more the great value of the machine gun in defensive warfare, when handled by brave, skilful, and resolute men. In the oouirse of the recent fighting officers and men of the Machine-gun Corps have furnished innumerable examples of the utmost resolution, courage and skill in the use of their weapons. They have been largely instrumental in defeating the enemy's determined efforts to break tihrough, and have inflicted on him very severe losses. The same conditions of warfare on the battle fronts which handicapped the work of the artillery affected trench mortars in an even greater degree.

Despite the disadvantages under which they suffered, the personnel of trench mortcar batteries of all natures have performed on numberless occasions the most valuable service in the defence of strong points and defended localities, serving their weapons with effect though surrounded by the enemy, and giving the greatest possible assistance to the infantry and machine-gunners.

The work of the Royal Engineers, both during and subsequent to the retreat on the Somme and on the northern battle front, has been particularly arduous. In addition to the heavy demands made upon them in the destruction of roads and bridges and suoh-like matters during retreat, and the labour entailed in the construction of new positions, they have frequently been called upon to take their place in the firing line. On such occasions their various units have behaved with the greatest steadfastness and courage, and, in circumstances such as those in which the 251st Tunnelling Company greatly distinguished itself at Givenchy, have added to the high reputation of tiheir service. In this connection, a generous recognition is due to the gallant conduct of the various composite battalions which on different occasions took tiheir place in tihe firing line. During the long periods of active fighting the strain placed upon the Signal Service was immense. The frequent changes of headquarters and tihe shifting of the line entailed constant labour, frequently attended with great danger, in the maintenance of communications ; while the exigencies of the battle on more than one occasion brought the personnel of .the signal units into the firing line. The Signal Service met the calls made upon it in a manner wiholly admirable, and the efficient performance of its duties was of incalculable value. On different occasions, and particularly on the Third Army front at the commencement of the German offensive, personnel of the Special Brigade (Gas Services) became involved in the infantry battle, and behaved with a like gallantry to that which they have always displayed in tihe performance of their special duties.

The enormous amount of additional work thrown upon the different branches of my staff and upon the administrative Services and Departments by such fighting as that of March and April can readily be imagined. The evacuation of great masses of stores, hospitals, rolling-stock, agricultural implements, noncombatants, labour units and civilians from the battle area, and the supplying of the troops In constantly changing places with food and ammunition called for the highest powers of organisation, the most constant forethought and supervision, and the most devoted labour. That all this work was carried out so smoothly and successfully under circumstances of extraordinary difficulty, and that there was never any lack of food or ammunition for the troops reflects the very highest credit on all concerned. Upon the Transportation Services, moreover, and particularly upon the omnibus parks, the rapid movement of reserves placed a peculiarly heavy strain, which the different units concerned never failed to meet successfully.

Much additional work, also under circumstances of unusual difficulty and danger, has necessarily been thrown upon the medical and nursing services. The conduct of the Royal Army Medical Corps and Medical Corps of the Overseas Dominions has again been beyond all praise, while the efficient organisation of the medical services as a whole proved itself fully equal to the occasion. I take this opportunity to acknowledge the lasting debt due in this connection to Lt.-General Sir A. T. Sloggett, K.C.B., K.C.M.G., K.C.V.O., K.H.S., until recently Director-General of Medical Services, with whom the work of the medical services ias so long been identified.

I desire to express my deep appreciation of the loyal and devoted work of the commanders and staffs of all formations of the British Army serving under me in a period of exceptional stress. In defensive battles of such magnitude as those which have just been fought to a successful conclusion the part played by subordinate commanders and staffs is frequently of decisive importance, demanding great strength of character and a high standard of ability, while the physical and mental strain is correspondingly great. That mistakes should occur in such circumstances is almost inevitable. That they should have been so few as they were and that control should at all times have been so well maintained reflects the greatest credit upon the individuals concerned, upon the staff arrangements of all formations, and the Army as a whole. The part played by the: various branches of the staff of an Army in the organisation and control of battles such as those referred to in this dispatch is one of the utmost importance, and the strain thrown upon the individual officers composing them is very great. I wish to thank the heads of the various branches of the staff and of departments and services for the essential share that they and their subordinates have taken in preventing the realisation of the enemy's plans. I am glad to acknowledge the great assistance given me at all times by my Chief of the General iStaff, Lieut.-General the Hon. Sir H. A. Lawrence, K.C.B., whose cool judgment, equable temperament and unfailing military insight were of the utmost value in circumstances demanding the exercise of such qualities in a peculiarly high degree. The rapid incorporation of reinforcements and reorganisation of exhausted units without which the battle could scarcely have been maintained was most ably carried out by the Adjutant-General, Lieut.-General Sir G. H. Fowke, K.C.B., K.C.M.G., and his branch. The work of my Quartermaster-Generals Branch under Lieutenant-General Travers Clarke, C.B., in the provision and replacement of munitions and supplies of all kinds was of the highest importance, and was performed with the greatest ability and success. The large and incessant demands made upon the Transportation Services in the course of the battle were met in the most admirable manner by my Director-General, Brigadier-General S. D'A. Crookshank, C.I.E., M.V.O., D.S.O.- and those working under him. My thanks are due also to the subordinate members of my Staff at General Headquarters, whose heavy and responsible duties were discharged throughout the period under review with most commendable smoothness and efficiency. In particular I desire to mention the services of my Artillery Adviser, Major- General Sir J. F. N. Birch, K.C.M.G., C.B.; my Engineer-in-Chief, Major-General G. M. Heath, C.B., D.S.O., the Head of the Operations Section, Major-General J. H. Davidson, C.B., D.S.O.; the Head of the Staff Duties Section, Major-General G. P. Dawnay, C.M.G., D.S.O.; the Head of my Intelligence Section, Brigadier-General E. W. Cox, D.S.O.; and my Director of Army Signals, Major-General .Sir J. S. Fowler, K.C.M.G., C.B., D.S.O.

My thanks, and those of all ranks of the British Armies in France, are due also to the different authorities at home, whose prompt and energetic action enabled the unavoidable losses of personnel and material incurred during the battle to be replaced with such rapidity. We are glad also to place on record once again our deep appreciation of the work of the Royal Navy, upon whose unceasing efforts depend the maintenance of the British Forces in France.

Our Allies.
(71) I cannot close this report without paying my personal tribute to the ready and effective assistance given me by the French and Belgian Higher Command in the course of the Somme and Lys battles. Reference has already been made to the schemes for mutual co-operation and assistance between the French and British Armies which formed so important a part of the Allied plan for the year's campaign. These schemes have been carried out with absolute loyalty. The support rendered by French troops south of the Somme and north of the Lys, and by Belgian troops in taking over the responsibility for the greater part of the line previously held by British troops north of Ypres, has been of incalculable value. I desire also to express my appreciation of the services rendered by the Portuguese troops who had. held a sector of my front continuously throughout the winter months, and on the 9th April were called upon to withstand the assault of greatly superior forces. Finally, I am glad to acknowledge the ready manner in which American Engineer Units have been placed at my disposal from time to time, and the great value of the assistance they have rendered. In the battles referred to in this Despatch, American and British troops "have fought shoulder to shoulder in the same -trenches, and have shared together in the satisfaction of beating off German attacks. All ranks of the British Army look forward to the day when the rapidly growing strength of the American Army will allow American and British soldiers to co-operate in offensive action.

I have the honour to be, My Lord,
Your Lordship's obedient Servant,
D. HAIG, Field Marshal, Commanding-in-Chief, British Armies in France