THE DEVILS WILL GET NO REST: FDR, Churchill, and the Plan that Won the War

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First Pages

On the moonlit night of September 28, 1939, four weeks after a vast German army, swarms of panzer tanks, and waves of screaming warplanes fell on Poland like wolves on sheep, Lieutenant General Sir Alan Brooke crossed the English Channel on a camouflaged Belfast ferry with a flock of green recruits. The youngest son of an Anglo-Irish baronet, Brooke at fifty-six was a delicate man with a surgical mind, an effortless air of command, and the stare of a bird of prey. “Colonel Shrapnel,” a subordinate called him, one of the last war’s stars of the Royal Artillery, the living incarnation of “The Fighting Brookes of Brookeborough” who had bled for the crown for centuries.

On his way to take command of a corps of the BEF, the British Expeditionary Force in France, soon to comprise about 390,000 lightly trained men, Brooke began a diary in the form of a chat with his wife, Benita Blanche Brooke. “My evening talk with you on paper,” he called it, a relief from the “awful futility of it all” as he faced his second war against the world’s most lethal army with his country’s life at stake. “It is all too ghastly even to be a nightmare.” The BEF had been ordered into line near the Belgian border under French command, which did not improve Brooke’s mood. Born and raised in a country house in southwest France, Brooke had spoken French with a Gascon accent before he spoke English, but he knew firsthand the decay of the French and Belgian armies and “the utter efficiency of the Germans.” Major General Bernard Montgomery, in command of one of Brooke’s divisions of roughly 13,000 men, was not impressed with Anglo-French command and control. “The whole business was a complete dog’s breakfast.”

On his way to inspect the line he would defend with II Corps, Brooke stopped to see his mentor General Sir John Greer Dill, a fellow Ulsterman in command of I Corps, a decorated veteran of the Boer War and World War I and a Knight Commander of the Order of the Bath with the warmth of a kindly abbot. Orphaned as a boy, a bank manager’s son taken into an uncle’s parsonage in rustic County Down, Dill was the sort of man, a London sophisticate said, “who made no impression when he came into a room,” but few British officers were more respected than Jack Dill, a tall, gray, gentlemanly man of fifty-eight with alert, appealing eyes, a wise, contemplative mind, and “as much charm and real goodness as any then living.” Having reached the Army’s heights, he had fallen just short of its pinnacles, passed over in quick succession for Chief of the Imperial General Staff and command of the BEF, disappointments made trivial by his troops’ unpreparedness for war.

In conference with Lord Gort, the brass-knuckled aristocrat who led the BEF, Brooke and Dill contested the high command’s plan, premised on Belgian-French politics, for the BEF to abandon its fortifications and move up into Belgium if the Germans breached her neutrality on their way into France. Gort brushed them off, unimpressed by the thought that letting political goals dictate military strategy invited disaster.

The last war had schooled them all on the subject of disaster. Dill had distinguished himself at the hideous Battle of Neuve Chapelle, the debacle at Aubers Ridge, and the slaughter at Arras, where the British had suffered 160,000 casualties. Brooke had lost an idolized older brother in the war’s first month and fought at Neuve Chapelle, Vimy Ridge, Passchendaele, and the four-month Battle of the Somme that had left over 300,000 young men dead. Earning three decorations facing horrors beyond words, Brooke had felt blessed by the human incapacity to absorb it all.

A generation later, the ill-prepared and indifferently armed men and boys whose lives were in his hands were grossly overmatched by the cutting-edge German army and the vicious Luftwaffe, Hermann Göring’s modern air force, accomplished in atrocity in Poland and the Spanish Civil War. In deadly combination they were the swiftest, best equipped, most violent human force in the history of the world. Whenever Brooke spoke with his regimental officers, he had the haunting feeling that someday his orders would kill them.

On November 11, an honor guard of men who were children or unborn when thousands of British and Canadian troops died at Vimy Ridge led a ceremony there on the twenty-first anniversary of the armistice. Returning to that blood-soaked ground, Brooke endured the helpless thought of fighting for it again. Perhaps it was “through such punishments that we shall eventually learn to ‘love our neighbors as ourselves.’ ”

Two days later, Dill came to Brooke having failed to convince Gort that he was stretching the BEF thin, quite sure that Gort despised him for cold feet. Brooke credited Dill with twice Gort’s vision, ten times his ability, and consistently superior judgment. The same could not be said for the judgment of General Montgomery, who had published to his commanders an exposition on venereal disease so obscene that the Army’s senior chaplains had complained to the adjutant general and produced what Monty called “the father-and-mother of a row.” Brooke informed him with the sharpest kind of clarity that he admired his military skills but not his literary talent, and his command could not survive another indiscretion. “He took it wonderfully well.”

But for isolated incidents and enemy reconnaissance planes trolling hawklike overhead, Brooke’s lines were quiet as he strengthened his defenses against the Wehrmacht, the combined Nazi forces, who were sure to attack in the spring. Whenever he had time, he indulged his love of birds and the “Sanctuary of Nature,” often missing his sketchpad and camera. Gifted in the use of both, he had long since produced extraordinary bird photography, charming storybook drawings for his children, insightful sketches of friends and colleagues, beautifully illustrated letters to his mother, and evocative views of the natural world. In April, after a week’s leave with Benita, he slipped away to a quiet wood “carpeted with wild anemones. I took you with me in spirit and we admired them together.”

Four days later, Dill was made vice chief of the Imperial General Staff, the Army’s second post, and ordered back to London, a personal blow to Brooke, who soon faced worse. His lovely first wife, Jane, had died in 1925 after he flipped their car when a cyclist dashed in front of it. Crushed by grief and guilt, he blamed himself for their children’s loss of their mother. On April 25, 1940, Tom Brooke, Jane’s son and his, a twenty-year-old BEF artillery officer, woke up in agony with a burst appendix. He survived emergency surgery, but his father was told that gangrene and peritonitis might kill him. His life ebbed and flowed for nearly a fortnight before his father’s eyes until the general found him near death on the 8th of May. His surgeon gave him “a good fighting chance.”

Just after dawn on May 10, the punctuated din of antiaircraft fire jolted Brooke awake as the Luftwaffe hit French targets and overwhelming German forces descended on the Low Countries. Luxembourg fell in a day as armored Wehrmacht spearheads shattered Dutch and Belgian defenses. For out-of-date armies built for static wars, the shocking violence of charging panzers, heavy bombers, self-propelled artillery, motorized infantry, and shrieking Stuka dive-bombers was next to irresistible. With terrifying sirens on their wings, plunging Stukas dropped bombs on streams of refugees, leveled off at ten feet, and strafed them into ditches, spreading chaos on the roads. Blitzkrieg, the Germans called it, lightning war.

Following the plan that Brooke and Dill had challenged, the BEF left its French fortifications and moved north into Belgium, where panicked refugees slowed them down and incompetent Belgian commanders blocked them. On May 14, Brooke was conferring with Gort when a message arrived from the front. Seven world-class panzer divisions had punched through the French defenses east and southeast of the BEF, supported by massive airpower and waves of mobile infantry and artillery. A telegram handed to Brooke that day said his boy was “just holding his own.” For the next two weeks he would have no word of him.

Winston Churchill had succeeded Neville Chamberlain as Britain’s prime minister on May 10, the day of the German attack. On the morning of May 15, a telephone call from the French premier, Paul Reynaud, awakened him. “We have been defeated,” Reynaud said. Churchill was too stunned to reply. “We are beaten,” the Frenchman said. “We have lost the battle.” Armored German columns had cut the French armies in two and were dashing through open country with nothing to stop them. Churchill said France could not be conquered so fast. Reynaud repeated himself.

As Dill briefed the War Cabinet on the enemy breakthrough and a plan to evacuate the BEF, Churchill sprang from his seat. The very idea that France could be defeated in days was absurd. He would go to Reynaud himself. Churchill flew to Paris that afternoon in a small RAF plane escorted by a dozen Spitfires, the first of five such flights. With him came his longtime friend and right-hand staff officer, Lieutenant General Sir Hastings Lionel Ismay, and Jack Dill. France’s broken leaders told Churchill she was lost, unmoved by his exhortations. The Dutch surrendered that day, freeing still more German divisions to rush south.

On May 17 the BEF began a five-day withdrawal to its French fortifications, often under fire, sometimes only minutes ahead of the Wehrmacht, on nightmarish roads clogged with refugees—terrified mothers made lame from carrying children for miles, old men and women struggling to keep up, exhausted little girls “hugging their dolls.” In the hot days ahead, a ceaseless flood of calamities, sleep-deprived decisions, and the deaths of friends and aides hit Brooke so hard and fast “that life becomes a blur and fails to cut a groove on one’s memory.” “Whatever happens,” he wrote Benita, “they can never take away from me our years of paradise.”

On the 18th and 20th of May, as the Germans pushed down through Belgium and west across northern France, Churchill telegrammed President Franklin D. Roosevelt pleading for help from the neutral United States. FDR itched to oblige, but his hands were tied by his people’s dread of war. Some Americans expected the magnificent Royal Navy to steam to Canada and Australia if all else was lost, to defend the British Commonwealth and support the United States after Britain was gone, but Churchill told Roosevelt that the British would “fight on to the end in this island,” very likely to the death of its leaders. If their successors “came in to parlay among the ruins” the fleet would be their only bargaining chip, and “no one would have the right to blame those then responsible if they made the best terms they could for the surviving inhabitants.”

On May 19, in a rare burst of French élan, a colonel named Charles de Gaulle nearly took General Heinz Guderian’s 2nd Panzer Division headquarters with a few tanks before he was ordered to withdraw. On May 20, Wehrmacht spearheads reached the Channel and took Calais. The BEF made it back to its fortifications, but the Germans had surrounded two French armies, the Belgian army, and the BEF and pinned them against the sea. “Nothing but a miracle can save the BEF now,” Brooke wrote, “and the end cannot be very far off!” Like many British officers, Brooke often called the Germans the Boche, a contagious French epithet, but far from despising them he marveled at their shattering assault on four great nations’ armies defending their homes and families. “There is no doubt that they are the most wonderful soldiers.”

Some of Brooke’s peers took blows too hard to absorb. General Michael Barker suffered a nervous breakdown in command of I Corps. General Sir Henry Charles Loyd fainted and gave up his division’s command. A key French general phoned Brooke in a foaming panic and abruptly disappeared. General Edmund Ironside, Chief of the Imperial General Staff, flew to France to coordinate plans with Generals Gaston Billotte and Georges Blanchard and discovered that they had no plans but to tremble and berate each other. Ironside took Billotte by the buttons and shook him. Brooke was sure the catastrophe would have broken him too had it not left him numb.

Late on the night of May 24–25, with the BEF “bent back like a long hairpin” across a hundred-mile front, the Belgians began to give way, and Gort prepared to fight his way to the Channel, more than forty miles up the narrow corridor still under Anglo-French control. Brooke and his fellow commanders contrived a desperate plan, never doubting it would take the hand of God to save a quarter of their men. There was no question of saving their vehicles and heavy weapons or British formations in Brittany. As the troops at the bottom of the BEF’s lines moved north toward Dunkirk, four divisions facing west held off one German army while Brooke and four others facing east fought another with inferior tanks and artillery and .50 caliber bullets aimed at panzers that “bounced back like peas off a windowpane.”

Violent death and terrible wounds ripped the BEF. With its phone lines down and radio transmissions banned to avoid interception, Brooke could only guess what was happening beyond his eyes, ears, and couriers. On the edge of his capacities, he projected calm command to the frightened young men around him, easing the fear of death with humor he could barely summon and confidence he did not feel. Huddled with Montgomery in a series of fragile command posts with “bombs flying about like wasps,” an aide later wrote, Brooke rolled under a fence as dozens of German bombers flew low overhead. “Otherwise, he was really rather silly” with his personal safety.

Near a village called Le Paradis, ninety-nine British infantrymen who had slowed a German advance ran out of ammunition and surrendered to an SS company who machine-gunned and bludgeoned them to death. Other SS troops matched their crime. As another British unit moved up a rural lane past hundreds of families fleeing through the fields, a flight of Stukas spreading panic ignored the helpless troops, attacked the screaming crowd on one side of the path, swung around to hit the other, and blithely flew away. Elsewhere, a teenaged English soldier spotted three women’s corpses in a field. Looking away from their faces, he pulled them to the side of the road, put two dead children in their arms, and cried his way back to his unit.

On May 27, Churchill relieved Ironside and replaced him as Chief of the Imperial General Staff with Dill, who soon advised Lord Gort that the War Office was chaotic, “and I’m not sure that Winston isn’t the greatest menace.” He was “full of ideas, many brilliant, but most of them impracticable. He has such drive and personality that no one seems able to stand up to him.” Least of all the cautious Jack Dill, soon known to Churchill out of earshot as “Dilly-Dally.”

On the same day Dill took over the War Office, Charles de Gaulle, now the youngest brigadier general in the French army, led a successful counterattack before he was forced to withdraw, and Brooke began to lead the BEF’s I and II Corps to Dunkirk, pushing through broken French troops fit for nothing but blocking the roads. After Brooke left his driver at the gate of his temporary headquarters and rushed in to grab some papers he returned to find a body in the gutter. “They have just shot that chap,” an officer said. A lawless band of French soldiers had called him a spy and killed him for his cognac.

With the Germans in position to pour through a gap between the British and Belgian armies and roll up the retreating British column, Brooke ordered Montgomery to lead his 3rd Division thirty-six miles up a country road in the dark, slip past three embattled divisions, and fill the deadly hole. Headlights out, every man behind the wheel of a staff car, lorry, or troop carrier followed the axle in front of him, painted white so he could see it. As Brooke watched Monty’s division move “down a pergola of artillery,” it seemed to plod along at a heavy-footed nightmare pace. A single flight of bombers could be fatal.

Under fire from his rear and both flanks, Brooke kept his column moving north, anxiously scanning the sky, leapfrogging battered formations to cover gaps and losses, resting one division while stretching another, edging through waves of refugees. The Belgians surrendered on May 28, exposing the BEF’s flank, but Montgomery linked up with a French division and the defensive line held. Reduced by deaths and wounds, penetrated in several places, Brooke’s 5th Division, “thank God,” had “held on by its eyelids.” As Brooke neared the sea, pushing exhausted troops, sliding depleted units like bleeding chessmen from one spot to another, the BEF’s artillery held the enemy at bay with what little help the Royal Air Force, the intrepid RAF, could give.

At a meeting of senior cabinet members in London, Churchill reviewed the BEF’s desperate plight and “all that was in the balance,” and then said, “quite casually, and not treating it as a point of special significance,” that of course whatever happened at Dunkirk “we shall fight on.” Some of his colleagues rushed to his side, shouting and slapping his back.

In sight of the Channel on May 29, hardly believing he had saved the great bulk of his command, let alone the entire BEF, Brooke was ordered home ahead of them, too valuable to be risked, and could not talk his way into staying. As his column reached Dunkirk under constant bom-bardment, frantic men clawed the sand, wounded planes fell into the sea, and Brooke stayed to plan a defensive perimeter and keep his troops in order. A thrown-together medley of warships, merchantmen, fishing boats, and yachts, the unsinkable “Mosquito Armada” as Churchill called it later, was coming to take them home.

Churchill insisted on saving as many French troops as possible, which complicated things. Brooke ordered a French division under his command to cover his flank as II Corps was evacuated and was told that General Blanchard had ordered them to evacuate ten miles away. Brooke wrote an order to Blanchard not to move the division until midnight and had it delivered with a message. If he disobeyed the order, Brooke would do his best to have him shot.

After all Brooke could do had been done without contempt for his orders to evacuate, he shook Montgomery’s hand and broke down in tears on his shoulder. An hour before dark he was carried to an open boat on the back of his aide Captain Albany Kennett Charlesworth, the Eton- and Oxford-educated son of a member of Parliament. Helped by a younger officer, they paddled to a British destroyer that lingered and was strafed for hours as exhausted troops tried to reach it, some successfully, some not, before it pulled away full of prayerful men. Only after reaching Dover in the morning was Brooke informed that his son, half dead when he saw him last, had been safely evacuated.

Almost afraid to believe that a terrifying dream was over, Brooke went home to Benita, their children, and their country house in Hampshire, amazed by the simple ordinariness of it all, and slept for a day and a half. Waking up on June 2 to a charming English spring, bright with the thrill of deliverance, he was driven to London to report to the Chief of the Imperial General Staff, walked with light steps into Dill’s office, and asked where he was wanted. The answer barely registered: Lead a second expeditionary force to France.

“To be sent back into that cauldron,” Brooke wrote, was not to have a chance to win but to waste young lives for nothing. Nonetheless, the orders came from Churchill and could not be argued away. Brooke pro-posed to refit two of his divisions and return with seasoned troops, but Dill said there was no time. He would lead what remained of Britain’s only armored division and the 51st (Highland) Division, both still in France, and two formations yet to leave England, the 52nd (Lowland) Division and a division of fresh Canadians, the only equipped divisions the British had left.

Dill told Brooke that Secretary of State for War Anthony Eden wished to see him. A highly polished product of Eton, Oxford, Parliament, and the Great War, the very model of a handsome English gentleman, Eden asked Brooke if he was satisfied with everything being done for him. “I think I astonished him,” Brooke wrote. He was anything but satisfied, he said. His mission might have political value, which was not for him to judge, but it could only be a military disaster.

Charles de Gaulle flew to London on June 9 as France’s undersecretary of state for war, seeking help in the form of the RAF. Churchill was impressed by this audacious young general stepping out from a crowd of beaten old men, six feet five and confidence itself. As he circled the Cabinet Room, towering over its occupants, distinguished British statesmen stroked an ego that needed no stroking, for no one admired Charles de Gaulle more than Charles de Gaulle. Churchill withheld any part of the RAF, Britain’s only hope to repel invasion, but de Gaulle flew home convinced that the British, “led by such a fighter, would certainly not flinch. Mr. Churchill seemed to me to be equal to the rudest task, provided it also had greatness.”

On one of Churchill’s last-ditch trips to France, a senior British general took the measure of de Gaulle. “A strange-looking man, enormously tall,” he captured the room with his height and held it sitting down, owing nothing to good looks. “No chin, a long, drooping, elephantine nose over a closely-cut moustache,” an elongated head under “sparse black hair lying flat and neatly parted,” thick lips on a small mouth that pouted as he swung his head slightly from side to side in search of the right word, understanding English but speaking it imperfectly. “His heavily hooded eyes were very shrewd.” Churchill’s physician Sir Charles Wilson considered him “an improbable creature, like a human giraffe, sniffing down his nostrils at mortals beneath his gaze.”

In the first part of June, German armor mauled most of what was left of the French army, and Britain’s 51st (Highland) Division was surrounded and forced to surrender. The French government abandoned Paris on June 10. Churchill flew to France the next day with Eden, Ismay, and Dill, met with Premier Reynaud, members of his government, and senior French generals near Orleans, and solemnly denied their plea to throw the RAF into the fight, for Britain’s survival depended on its preservation. Churchill pledged that the British would fight on, exhorted the French leaders to defend their capital, and was told it would do no good to make Paris a ruin. The French were resigned to defeat.

Returning to the airfield on June 12 for their flight back to London, Churchill said to Ismay in a private talk between two old friends that it would seem “we fight alone.” Energized by the thought of controlling their own fate against unnerving odds, Ismay said he was glad of it, and “we’ll win the Battle of Britain.” Churchill gave him a look. “You and I will be dead in three months’ time.”

“Quite possibly,” Ismay replied, “but we’ll have a hell of a good time those last seven days,” which Churchill seemed to accept as a point well taken.

Not for publication, Ismay told a trusted American writer after the war, in essence, that when Churchill had pledged in his famous June 4, 1940, speech to fight the invading Germans on the beaches, in the streets, and in the hills, with victory the ultimate outcome, his words “were bold and brave, but he did not really believe the final hypothesis.”

On the same day Churchill predicted his execution, Brooke watched Benita disappear around a corner and boarded at Southampton a filthy Dutch steamer bound for Cherbourg. Back in the same bad dream, he was driven through a terrified sea of refugees to Le Mans, where the French supreme commander, General Maxime Weygand, who had just met with Churchill, advised him of two developments. The French army had ceased to exist as a fighting force, and Brooke had been ordered to try to save Brittany by forming a line in front of Rennes. “Quite impossible,” Brooke replied. He had nowhere near enough troops. Weygand agreed.

Brooke briefed Dill by phone, asked him to stop shipping troops across the Channel, which Dill had already done, and urged the evacuation of all British forces still in France. Dill called him back. The scheme to save Brittany was off. A second evacuation would begin. Brooke issued orders to every British and Canadian unit in France to start for the coast at once, but for the battered armored division, which would cover the withdrawal as best it could.

Dill phoned Brooke that night at his château headquarters on a barely audible line. With his ear pressed to the receiver, Brooke described the evacuation orders he had given, and Dill stunned him again. “The Prime Minister does not want you to do that,” he said.

“What the hell does he want?”

“He wants to speak to you,” Dill said, and handed the phone to Churchill. It was Brooke’s first encounter with the prime minister, who told him he had been sent to France to fight, to make the French feel the British were with them. Long past the point of deference, Brooke said a corpse could not be made to feel. The French army was dead, and more British deaths could not revive it. Churchill fought back and implied several times that Brooke had lost his nerve, which tested Brooke’s ability to contain himself.

As Brooke battled Churchill, whose voice he could barely hear, he glanced out a window at two good Scots, old friends both, sitting on a bench in the garden. Major General James Syme Drew, a rich industrialist’s son decorated for gallantry at the Battle of Loos in 1916, led the 52nd (Lowland) Division. Major General Sir John Noble Kennedy, a wounded Great War veteran in command of the division’s artillery, was one of many children of a poor Church of Scotland minister, a likable man with five young children of his own who shared Brooke’s love of birds and their walks in the woods with field glasses. As Brooke found the strength to resist Winston Churchill, he kept his friends in sight and focused on their lives and the lives of the youths they led as he attacked the prime minister’s plan to make the French feel better. “You’ve lost one Scottish division,” he said. “Do you want to lose another?” Churchill kept fighting until he ran out of steam. “All right,” he finally said. “I agree with you.”

Churchill’s verbal storms broke many strong men, but a cabinet member envied Brooke’s “great gift” of letting it all wash over him and “shaking himself like a dog coming out of the water.” Having learned that Churchill’s massive will and skill for argument had to be experienced before one could know what it took to resist, Brooke redoubled his orders and performed a second miracle. For four days and nights he let no man stay in France an hour longer than it took to get him out, but for the covering armor. Over 130,000 troops were evacuated.

Dill phoned Brooke on June 17 to tell him the French had stopped fighting, and Brooke got his staff on a wretched trawler bound for Plymouth, hoping the Luftwaffe would think it not worth bombing. The port was bombed three times before they sailed. Having rescued hundreds of survivors from His Majesty’s Transport Lancastria, lost that day with more than 3,000 souls, the trawler’s deck was fouled with oil-soaked clothes and gear. On the way across the Channel, a crewman who had pulled drowning men from the sea kept shouting about saving people and had to be held down.

Exhausted on the squalid deck, Brooke absorbed what he and his men had endured in his two French expeditions. It might have been politically sound to support an allied army to the end, he wrote, even as a sacrificial gesture, but any troops left in France would have been lost, and probably Great Britain too. More than 11,000 British soldiers were dead, over 14,000 wounded, and 41,000 imprisoned, but almost 225,000 had been saved, the indispensable core of the British Army. While Brooke steamed for home, Churchill addressed the nation. The Battle of France was over. The Battle of Britain had begun. Its people would persevere, “if necessary alone,” and if the British Empire should last a thousand years, this would be their finest hour.

Churchill’s inspired courage was crucial to its survival, but Britain might not last a hundred days. Brooke was tasked with defending southern England against an invasion most professionals thought would come within weeks and end British history. With no allies but its own dominions, driven out of France in its first match with the Wehrmacht, all but stripped of heavy arms, the British Army had lost or abandoned thousands of artillery pieces, tanks, and antiaircraft guns and mountains of ammunition to a ruthless, seemingly unstoppable enemy. For Brooke, the strength to project undaunted leadership and utter confidence while “wracked with doubts as to the soundness of one’s dispositions” was almost too much to pray for.

As Britain faced national extinction, Brooke went to lunch at Downing Street and found Churchill full of courage and plans to launch offensives. “I wonder whether any historian of the future will ever be able to paint Winston in his true colors,” he asked himself later, a man of “the most marvelous qualities and superhuman genius,” willfully deaf and blind when he chose to be, “quite the most difficult man to work with that I have ever struck, but I should not have missed the chance of working with him for anything on earth!”