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Battle of Boulogne - Force Buttercup

Updated: Jan 27, 2022

The Battle of Boulogne in 1940 was the defence of the port of Boulogne-sur-Mer by French, British and Belgian troops during the Battle of France. The battle was fought at the same time as the Siege of Calais, just before Operation Dynamo, the evacuation of the British Expeditionary Force (BEF) from Dunkirk.

22nd May 1940

On the morning of 22 May loading the 2nd Battalion Welsh Guards into SS Biarritz and 2nd Battalion Irish Guards into SS Queen of the Channel did not go smoothly, as space in both transports was in short supply. Cdr Conder – commanding officer of HMS Whitshed – became involved: “I suggested the brigade should be organised as a combat unit, similar to a naval landing party, leaving two companies and support equipment to another ship. The Brigadier agreed and Whitshed, with two transports, sailed at 0515 with HMS Vimiera in company as escort.”

The two battalions duly sailed short of one company each, and with only essential weapons, ammunition and entrenching tools. They left without defensive stores, their 3-inch mortars and transport. Signalling kit went in the second wave but it never arrived on the front line. Fortunately, four anti-tank guns were embarked in Whitshed.

This force was placed under the direct command of General Edmund Ironside, the Chief of the Imperial General Staff, partly because communications between the coast and Lord Gort, the commander of the BEF, were now unreliable.

The port of Boulogne, as mapped in 1944. (COURTESY LEWIS MAP LIBRARY [UNIVERSITY OF PRINCETON]

The British found two battalions of French infantry in the town, under the command of General Lanquetot, as well as a number of other troops who had been employed on labour duties behind the front lines and had found their way to the coast. Together the British and French had between 8,000-9,000 men in Boulogne, but the town had not been prepared for defence, and the troops lacked anti-tank weapons – the British had part of one anti-tank battery, the French had a small number of tanks.

British troops disembark from Mona’s Queen at Boulogne on 22 May 1940. Taken by Lt Peter Kershaw RNVR from HMS Venomous

The Welsh Guards were deployed to the east of the River Liane which bisects Boulogne, and the Irish Guards to the west. They were in position just in time to meet the advancing Germans. At Abbeville, 2nd Panzer Division, commanded by Generalleutnant Rudolf Veiel, part of Gen Heinz Guderian’s XIX Panzer Korps. Guderian was keen to turn his divisions north and capture Boulogne, Calais and Dunkirk, but orders were slow in coming. British and French forces had counterattacked at Arras, 2nd Panzer north. This four-hour delay gave the Guards just enough time to deploy and occupy high ground.

The Germans began bombarding 1 Company’s positions at 19:00, while light tanks with motorcycle infantry approached. The anti-tank guns knocked out one panzer, but the Germans soon encircled the position.

A painting showing 2nd Welsh Guards in Boulogne. Brigadier Fox-Pitt is checking troops across the Pont Marguet swing bridge with Lt-Col Stanier on his right and Maj Jones-Mortimer on his left. Behind them, HMS Venomous fires her guns. (COURTESY THE WELSH GUARDS REGIMENT)

The Welsh Guards, under Lt-Col Sir Alexander Stanier Bt MC held an L-shaped line. No.2 and 3 Companies faced southeast, from the Liane through the small village of Ostrohove, and uphill in front of Mont Lambert. The return front of No.4 and 1 Companies faced northeast towards Saint-Martin de Boulogne with the left flank on the corner of the Haute Ville, which was occupied by 2,000 French recruits.

No.1 Company had arrived four hours later than the others and was attacked by Luftwaffe Junkers Ju 87 Stukas while awaiting orders on the quayside.

At about 17:00 German artillery started firing over the heads of the Welsh Guards, registering hits on Boulogne. The first attacks – little more than attempts to test the strength of the Welsh resolve – nevertheless allowed the Germans to establish their positions. These began at 6pm and went on sporadically until dusk. No.3 and 4 Companies bore the brunt. Stanier realised that all the Welsh had succeeded in doing was to give away ground.

The Nazis had one more engagement planned for the night, the capture of Fort de la Crèche, which dominated the high ground northeast of Boulogne. The assault was halted when an otherwise stealthy approach was spoiled by the starting of a motorcycle.

During the evening of the 22nd the War Office and Admiralty lost their optimism that the Channel Ports could be held. They decided to send demolition parties to Dunkirk, Calais and Boulogne.

Before the evacuation of the Welsh and Irish Guards from Boulogne could take place the harbour area had to be made safe for the destroyers to enter and berth alongside.

23rd May 1940

HMS Verity had been ordered to Boulogne to act as a guard ship and to keep in touch with military authorities ashore. She arrived just after midnight on 23 May to find the harbour in complete darkness and all the navigation lights out. A small reconnaissance party landed but was unable to make contact with any military authority. At times they could hear a few rounds, shellfire, and occasional bombing. At 01:55am Verity signalled their Dover HQ:

”French appear to be retiring in Calais, no strong resistance in Boulogne except for isolated units. Situation appears critical”

At 06:30am on 23 May, 200 Marines and seaman of Force Buttercup embarked at Dover on HMS Vimy and set sail at 10:00 tasked to secure the immediate port area while 20th Guards Brigade held the outer perimeter. Buttercup would also provide cover for the Naval Reserve Demolition Party once the decision was made to destroy port facilities.

HMS Vimy

Force Buttercup consisted of two Royal Marine platoons with a section of machine guns and four platoons of seamen from Chatham Naval Barracks, and a medical party. The force was under the overall command of Major Cecil F L Holford RM, with the Naval element commanded by Acting Lieutenant J E James RN.

The Demolition Party was commanded by Lieutenant Commander A E P Welman DSO DSC, who had had a spectacular career in Coastal Forces in WW1 and had spent the interwar years in various high profile positions in London, including that of Commandant Metropolitan Special Constabulary (Thames Division).

There was also a Demolition Party XD (G), from the Kent Fortress Royal Engineers (KFRE), led by Captain Bernard Buxton. Their function was to destroy the port’s oil stocks to prevent them falling into German hands. In fact there were no oil stocks in Boulogne so the Royal Engineers assisted Lt Cdr Welman's Naval party, preparing two bridges for demolition.

At 10:00 hours, German artillery opened fire on the 19th Century Fort de la Creche which protected the harbour itself. The fort, manned by French troops, endured withering bombardment as German motorcycle troops moved into position to assault the fortification.

French guns at Fort de la Crèche – summer of 1940 []

Surrounded, outnumbered and crippled by accurate artillery fire, the French fort surrendered to the advancing German forces. Some time after 1100, Fox-Pitt received orders to evacuate all personnel of no military value, but to continue to hold his defensive line. The withdrawal was now beginning in earnest. By early afternoon, British defensive positions had fallen back to within a kilometer of the harbour itself. Still, the tenacity of the defenders impressed the Germans, as recorded in XIX Corps’ War Diary:

“…in and around Boulogne the enemy is fighting tenaciously for every inch of ground in order to prevent the harbour falling into German hands… 2nd Armoured Division’s attack therefore only progresses slowly.”

Minutes later, they had forced their way inside, taking the garrison prisoner. The high ground east of the town was now in their hands. Only two panzers were lost in the attack, and Nazi armour now occupied a commanding position.

Arriving at the harbour entrance, Vimy found four French destroyers bombarding German positions. She secured alongside the Quai Chanzy at 11:36 and landed the demolition parties and stores, this was now a particularly dangerous task, for German troops had reached within small arms range of the harbour area.

Vimy then evacuated the remainder of Brownrigg and Lloyd’s staff and as many wounded as possible. Vimy slipped at 12:12 for Dover, Oberleutnant Durkes, who had commanded the attack on Fort de la Crèche, observed Vimy’s departure.

Left: Admiralty Chart 438 (1938) used by the destroyers during the Evacuation of the Guards from Boulogne Right: The sketch map of the harbour in the report of the Naval Landing Party (ADM 1/11241) [A HARD FOUGHT SHIP - The story of HMS Venomous]

Whilst moving through the inner harbour entrance, several artillery salvoes and tank shells straddled the ship. Donald directed his main battery to bombard Fort de la Crèche and several hits were observed.

Force Buttercup now deployed to defend the harbour approaches, the Royal Marine elements were on the north side of the harbour, near the casino.

The danger was clearly illustrated later in the day – the destroyers HMS Keith and HMS Whitshed were sent into the harbour, where Captain D. J. R. Simson of the Keith was killed and the captain of the Vimy mortally wounded.

The order to withdraw the troops was sent by Bertram Ramsay, Vice Admiral Dover (VAD), from his subterranean HQ beneath Dover Castle, at 17:23. His signal headed "Most Immediate" was sent to DF19 (Keith) Whitshed, Vimy, Venetia, Venomous. It began "Inform BUTTERCUP" before giving the order to "Evacuate all troops as soon as practicable. Use Destroyers". And ended: "Vimiera joining you. Wild Swan later".

They arrived at Boulogne at 18:30, just after a heavy German air raid that General Nehring claimed disabled three destroyers. The new ships were met by HMS Whitshed outside the harbour. Her commander, E. R. Conder, was now the senior naval officer present. He sent a message to Admiral Ramsey, the overall commander of the evacuations, reporting that he would not risk entering the port without air support. Fifty minutes later, at 19:20, with RAF fighters overhead the British flotilla began to enter the port.

Looking up harbour from Venomous, taken by Telegraphist Eric Pountney. The headdresses of two Daughters of Charity are visable on deck. (COURTESY THE POUNTNEY FAMILY) [48 Hours in Boulogne]

Whitshed and Vimy went in first. They were each able to take on around 1,000 men, before withdrawing at 20:20. They were then followed in by the Wild Swan, Venomous and Venetia.

HMS Venomous had taken the KFRE demolition party to Calais that morning and within half an hour of her return had been been ordered to Boulogne. She arrived at 1735 in time to experience the worst of the bombing.

The CO Lt Cdr McBeath decided to ignore the advice of army officials to berth alongside Wild Swan and instead berthed on the more exposed eastern side in order to be able to keep all guns bearing on the opposite bank, the town side where German forces were advancing on the harbour below. A sniper in the harbour side crane who may have killed the CO of HMS Keith was shot from his perch by the rating on the twin Lewis Guns on the wing of the bridge.

Armoured cars advancing down the slope to the harbour were knocked out by the port pom-pom and the 4.7 inch guns scored a hit on a tank and blew out a wall of the Fort de la Creche which had nearly succeeded in sinking HMS Venetia as she entered the harbour.

View to the west from the Quai Gambetta across the river to the burning warehouses of the Quai Chanzy. []

The tide was well out and "most enemy fire could not depress far enough to do any real damage". Col B.G. Stannier, the commanding officer of the 2nd Battalion Welsh guards directed his men aboard Venomous. At 21:15 she cast off after 35 minutes alongside and backed out of the harbour with 500 troops onboard, mainly Welsh Guards.

HMS Venetia soon became the only British destroyer to be seriously damaged. Her captain was wounded and she was forced to back out of the port. All three ships became involved in a close range ship-to-shore battle, attacking German tanks with their quick firing naval guns, aiming over open sights at enemies only a few hundred yards away.

The situation was made worse when the Germans captured the French coastal gun batteries largely intact, and turned them on the British ships. Despite this, at 21:30 the Wild Swan and the Venomous left port with 900 men on board between them.

By this point 2,900 men had been evacuated, but there were still 2,200 British soldiers in Boulogne. At 22:30 an eighth destroyer, HMS Windsor reached the port, and was able to evacuate 600 men, amongst them many of the wounded and a naval demolition party that had first been sent in on 22 May.

24th May 1940

Finally, in the early hours of 24 May HMS Vimiera made the final trip into Boulogne. By now the fighting had died down for the night, and by 02:45 she had been able to take 1,300 men on board. A total of 4,360 men were rescued. Unfortunately a second destroyer, HMS Wessex, had failed to arrive, and so 300 men of the Welsh guard had to be left behind

The sandbagged defensive position north of the turntable on the Gare Maritime where the Guards made their last stand

On the morning of 24 May the French garrison still held the old citadel, and was determined to fight on, protected by the 30 foot walls of the citadel. The Germans carried out a head-on attack. Using siege ladders, and supported by concentrated artillery fire, flame throwers and close range fire from anti-aircraft guns, by the end of the day the Germans had captured the citadel.

25th May 1940

On the 25th May the remaining garrison finally surrendered. The Germans captured two generals and 5,000 Allied troops, most of them French. While not as famous as the defence of Calais, which was being conducted at almost the same time, the three day defence of Boulogne played a part in delayed the German advance towards Dunkirk, and gave the British and French time to consolidate their defensive positions west of Dunkirk.

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