Sulla Triumphant


The kingdom of Pontus, with its royal seat at Panticapaeion, had once been an out-of-the-way satrapy of the Achaemenid Persian empire, but after the time of Alexander the Great its rulers had established themselves as an independent dynasty. The population may have contained Greek, Thracian, Scythian and Celtic elements, but it was dominated by a well-established Iranian aristocracy, and its kings adopted, or at any rate affected, Greek culture. Mithridates VI Eupator of Pontus (r. c. 113–65 BC), with whom we are concerned, had presented himself as a champion of Greek civilisation, and in this role had given military protection to the Greek states dotted along the northern shores of the Black Sea, firmly imposing his authority in this region. As a result he had ready access to fertile grain-growing lands and to the resources of wealthy Greek maritime states, including a substantial navy. Mithridates, a wily opportunist, would wage a series of wars with the Romans in an effort to drive them from Asia and Greece.

The Pontic Art of War

Though Mithridates himself was of royal Persian ancestry, his army was a direct descendant of that of Alexander the Great. His power base was northern Anatolia, but his recruiting grounds extended to the north of the Black Sea and as far west as mainland Greece. Thus the Pontic army was a characteristic mélange of Near-eastern and Hellenistic elements. His cavalry included the Iranian and Cappadocian minor nobility of the inland foothills, Pontic Sarmatians, Scythian horse-archers, and Armenian cataphractarii and horse-archers. This was not only far superior in number to the Roman cavalry but better in quality. Above all, Roman legionaries felt extremely nervous about facing Armenian cataphractarii, horsemen armoured head to toe, without an obstacle such as a ditch in front. At Orchomenos Sulla took up a defensive position and set his men to digging entrenchments. As he had intended, they soon grew tired of the excavation and showed a willingness to fight.

Mithridates’ infantry included Greeks from the littoral poleis of Anatolia, the Black Sea and mainland Greece, foothill peasants with bows, wild Galatian warriors from the hilly centre of Anatolia, and a sarissa-armed phalanx of freed slaves. When his Macedonian-style phalanx failed to stand up to the legions of Rome successfully, he replaced the phalangites partly with peltasts, lightly-equipped infantry, and partly with imitation legionaries of his own, trained by Marian exiles. His big battlefield speciality was the use of four-horse scythed chariots intended to be driven at speed into an enemy unit to at least break up its formation. On two occasions this worked, but on others they were successfully countered.

The Romans found that the Pontic phalangites fought well but with no better result than had earlier been achieved by other sarissa-armed phalanxes, such as that of Philip V of Macedon or Antiochos III Megas. Although in theory the phalanx should have a crushing superiority over legionaries, in no historical engagement did it demonstrate this, the invariable result being a slow slogging match that continued until it was settled by the phalanx falling into disorder or having its flanks exposed and then enveloped. On the other hand, the Pontic imitation legionaries do not seem to have fought any differently than their opponents, but there were never enough of them to be a decisive factor.

Finally, a word or two about scythed chariots. These ‘weapons of mass destruction’ could be very dangerous if allowed to get up full speed before they collided with their target. Their biggest success was against Rome’s client-king of Bithynia, Nikomedes IV, when they charged a pursing Bithynian phalanx in the flank and were immediately supported by charging cavalry and peltasts. At Chaironeia they broke through one of Sulla’s legions, only to be destroyed by javelins on the far side. Alternative methods of dealing with them were to counter-charge them before they had gathered speed or to plant obstacles in their path such as stakes. On the whole, a Pontic chariot charge was admirably heroic, stunning effective – and terribly costly.

In 98 BC, despite Marius having warned him to curb his territorial ambitions, Mithridates invaded Cappadocia, a land to which he had some territorial claim. Two years later the Senate sent Sulla east as propraetor to Cilicia on the southern coast of Anatolia. He had apparently gone to check piracy, a perennially favourite pastime of the Cilicians, but had also managed to install Ariobarzanes, who was a Roman friend, on the throne of Cappadocia. Mithridates had already been told to give up that kingdom and Paphlagonia as well, but the Senate’s command had not, by itself, proven enough. Sulla had marched off on his mission using only local levies. During his little campaign, which he played with his usual skill, Sulla’s forces had clashed with those of Tigranes, king of Armenia (r. 96–c. 56 BC). While nothing came of it directly, Tigranes threw his lot in with Mithridates, and married his daughter.

In 91 BC Mithridates once again appeared at the head of a massive, westward-moving army. He seized Cappadocia for a second time – and Bithynia – with the aid of his son-in-law Tigranes, and the Senate, once again, ordered him out. Two years later Manius Aquillius, Marius’ old comrade-in-arms during the war against the northern tribes and his colleague as consul in 101 BC, was eventually dispatched east by the Senate to confront Mithridates and drive him back to his own territories. Aquillius joined local levies with the troops of Lucius Cassius, proconsul of Asia, and threw Mithridates out of Cappadocia and Bithynia, installing Nikomedes IV as the new ruler of Bithynia. However, Aquillius went beyond his brief and, in exchange for the liberation of his kingdom, extorted a large sum from Nikomedes, who, manifestly, could not pay. Therefore, under pressure from the Roman general, the Bithynian king was encouraged to raid across the border into Pontic territory. Mithridates lodged a formal complaint to the Senate.

Diplomatic niceties observed, Mithridates then exploited the foray of debt-ridden Nikomedes by invading his kingdom (First Mithridatic War, 89–85 BC). Defeating the Roman forces four times in quick succession, he not only gained Bithynia, Phrygia, Mysia, Lycia, Pamphylia, Ionia and Cappadocia, but the Roman province of Asia too, which he started to dismantle. In the summer of 88 BC, when Rome’s grip had already been loosened, 80,000 Italian inhabitants of the province – men, women and children – were reportedly massacred in one single, deadly day. To crown this stunning reversal, Aquillius himself fell into the hands of the vengeful king, who, according to Sallust, had him executed by the theatrical expedient of pouring molten gold down his throat as a punishment for his rapacity.

The Battles of Chaironeia and Orchomenos, 86 BC

Sulla, with an army of fewer than 15,000 legionaries and some 1,500 cavalry, confronted a Hellenistic-type Pontic army allegedly of 100,000 infantry and 20,000 cavalry – a colourful mix of eastern troops, among them Pontics, Cappadocians, Thracians and Bithynians – and 60 scythed chariots commanded by Mithridates’ top general, Archelaios, a Cappadocian by birth. The battle was fought on the Boiotian plain just north of Chaironeia, a provincial town in central Greece.

As Sulla marched southwards across the plain, he was obliged to turn his column left into line of battle to meet Archelaios’ approach. Sulla opened the battle by attacking a Pontic detachment, whose retreat had to be covered by a chariot charge. This manoeuvre failed, but gave time for the Pontic phalanx to deploy. Although recruited from poor quality material, including freed slaves, this sarissa-armed phalanx managed to hold off the legionaries while the Pontic cavalry broke through to its right. Sulla ordered five cohorts from his reserve to protect their outflanked comrades, but these were encircled and soon in serious difficulties themselves. Sulla arrived in person with his cavalry from the right wing and flung Archelaios back.

The Pontic cavalry then withdrew and began to transfer to the opposite flank, while the Pontic infantry made a fresh attack on the Roman centre. Sulla reacted by dispatching four more cohorts from his reserve to aid his centre, and with three cohorts and his cavalry returned to his original position on the right wing and attacked, breaking the enemy cavalry which had returned disorganised. A general advance then pushed the Pontic army into a defile from which, it is said, only 10,000 escaped.

The second engagement was fought again on the Boiotian plain, but this time near the town of Orchomenos. As the ground was treeless and level Sulla dug entrenchments on his flanks to hinder the superior Pontic cavalry. However, the cavalry attacked the Roman working parties, which Sulla had to rally in person, precipitating the battle. According to Plutarch, as Sulla pushed his way through his fleeing men he grabbed a standard and dared them to leave him to the enemy, roaring at the top of his voice: ‘As for me, Romans, I can die here with honour; but as for you, when you are asked where it was that you betrayed your general, remember and say it was at Orchomenos’. A similar story is told of Caesar at Munda.

The initial Pontic chariot charge, obviously designed to crack the Roman line of battle, failed when the legionaries fell back to disclose a row of stakes. Sulla then ordered a counter-attack with lightly armed troops. The chariots, their horses maddened by arrow and javelin wounds, broke, disordering their own phalanx as they swept off the battlefield. In an act of desperation, Archelaios tried to rally them by dispatching cavalry from his wings to intercept them. His weakened wings were then immediately broken by Roman cavalry charges. Though the Pontic cavalry suffered relatively light casualties in the battle, the camp in which they took refuge was carried by assault the following day and most of the fugitives perished in the nearby marshes as they attempted to escape the slaughter. Archelaios himself, however, was able to slip away.

It appears Mithridates was no ordinary enemy of Rome. Persecuted by his wicked mother as a child, the young prince had been forced to take refuge in the mountains of north-eastern Anatolia. Here he lived wild for seven years, outrunning deer and outfighting lions, or so it was said. Nervous that his mother might still have him murdered, Mithridates developed a morbid fascination for toxicology, taking repeated antidotes until he was immune to poison. Finally returning at the head of a conquering army to claim the throne, Mithridates ordered his mother killed, and then, just for good measure, his brother and sister too. Of course such legends are partly the product of mythologising, especially by Roman authors; for Mithridates became in the collective Roman psyche an archetypal enemy alongside such bêtes noires as Brennos and Hannibal.

Meanwhile in Rome one star that was burning brightly was the charismatic Sulla, erstwhile lieutenant to Marius but now a power in his own right, and a dangerous one at that. Thus when the Senate declared war on Mithridates, it was Sulla, as the former propraetor of Cilicia and one of the new consuls for 88 BC, who was assigned the governorship of Asia and the military command against the Pontic king.

Sulla Marches on Rome

However, during that year a tribune and former associate of Drusus, Publius Sulpicius Rufus, clashed with Sulla and his colleague Quintus Pompeius Rufus over Italian voting rights. The new Romans had found their brand-new citizenship a rather dilute thing as they had been allotted to ten tribes (and hence ten votes). As their champion Sulpicius proposed to reform the tribal system and enrol the new citizens in the thirty-five old tribes so that their right to vote would not be utterly vitiated.

Up against stiff senatorial opposition and needing further support for his reforms, Sulpicius adopted a more radical stance and allied himself with Marius, who in turn wanted the tribune’s help to obtain the lucrative command against the Pontic king. Violence erupted on the streets of Rome and Pompeius Rufus’ son, who was related to Sulla by marriage, was one of the victims. During the rioting Sulla himself was forced to seek refuge in Marius’ house, later managing to flee the city. Sulpicius was now in power and his programme of measures, including the bill transferring the eastern command to Marius, was passed by vote of the people. The septuagenarian general had stepped down from command during the later stages of the Social War pleading age and fatigue, but the glory and booty that would result from a successful campaign in the richest area of the Graeco-Roman world were undoubtedly great inducements for a second comeback.

When a tribune had done something similar in 107 BC, taking the command against Iugurtha from Metellus and handing it to Marius, Metellus had acquiesced in the decision of the people, whatever sense of outrage he may have felt. The response of Sulla, now at Nola preparing to depart for the east, was to be entirely different and revolutionary.

With his soldiers behind him, Sulla marched on Rome and after a few hours of street-fighting imposed martial law for the first time in Roman history; Sulpicius and Marius were declared hostes, or public enemies. Sulpicius was hunted down and killed, but Marius, after a series of hair-raising adventures that saw him outfacing contract killers, made a spectacular escape to Africa where he was persona grata among the settlements of his own veteran soldiers.

Sulla had earned the dubious distinction of being the first man to march his legions against Rome, and Appian recalls his justification for doing so:

When Sulla discovered this [i.e. the transfer of the eastern command to Marius], he decided to settle the matter by force and summoned his army to a meeting, an army that was eagerly anticipating a profitable war against Mithridates and thought that Marius would enlist other men in their place… . [Sulla] immediately placed himself at the head of six legions. Except for one quaestor, the officers of his army made off to Rome because they could not stomach leading an army against their own country. On the way, Sulla was met by a deputation who asked him why he was marching under arms against his native land, and he replied, ‘To free her from tyrants’.

Appian, Bellum civilia, 1.57

Appian waxes lyrical here, but it is clear that the event was traumatic as all Sulla’s officers bar one refused to march with him, the rest resigning their commands and hurrying to the defence of the city. What had changed was not the attitude of the army and its officers, but that of their general. Sulla had dared to do what others scarcely dared to dream.

First Civil War

The following year Lucius Cornelius Cinna, a popularis, and Cnaeus Octavius, an optimate, were returned as consuls. Octavius was a tractable man, but Cinna attempted to re-enact Sulpicius’ legislation on the voting rights of the new citizens. He also recalled Marius, but was driven out of Rome along with six of the tribunes by his colleague, who supported the status quo – namely not allowing the new citizens to be fairly distributed among the voting tribes.

Washing up outside Nola, where the Social War still flickered, Cinna appealed to the one legion Sulla had left to continue the siege, and also to the rebel Italians within. In the meantime, after long months brooding in Africa, Marius had landed at Telamon in Etruria. Recruiting a personal army of slaves, he joined forces with Cinna, and then turned on Rome. There Marius quickly introduced tribal reform, and even granted the unbending Samnites full citizen rights. Psychotic with rage and bitterness, he then ordered Rome to be systematically purged of anti-Marians, including Octavius, along with six consulares, Marius’ old campaigning colleague Catulus among them. But the main opponent, his erstwhile protégé Sulla, had already gone east with five legions to fight Mithridates.

The capstone of this orchestrated bloodbath was that Cinna and Marius made themselves, without the formality of an election, consuls for the coming year. Marius had held the consulship an unprecedented six times. He liked to claim that a fortune-teller in Utica had promised him a seventh. Early in 86 BC Cinna (cos. II) and Marius (cos. VII) tightened their grip on Rome. However, Marius quickly abandoned himself to alcohol abuse and nightmares. A fortnight later he was dead.

The following year Cinna chose Cnaeus Papirius Carbo, who had been a praetor during the Social War, as his colleague, and the two would remain self-appointed consuls until 84 BC, a period known as dominatio Cinnae. They appointed censors so as to begin a full registration of new citizens, and a detailed reorganisation of local government in Italy now commenced, and would continue for decades.

Sulla Marches on Rome, Again

Out east in the meantime Sulla had won a number of spectacular successes against Mithridates and against the Marian commander Caius Flavius Fimbria, sent by Cinna to replace him. Fimbria had fought well against Mithridates too, but in 85 BC lost his army to Sulla and committed suicide. In 84 BC Sulla held a summit with Mithridates himself. Both men had good reason to come to an agreement. Mithridates, knowing the game was up, was desperate to keep hold of his kingdom. Sulla, nervous of his enemies back in Italy, was eager to head home. The hurried result was the Peace of Dardanus, which not only allowed Mithridates to remain on the throne of Pontus but also to retain some of his territorial gains. The cold-blooded murder of 80,000 Italians was conveniently forgotten. Yet the time would come when Rome would regret that Mithridates had not been finished off for good.

Sulla’s troops spent a luxurious winter in the fleshpots of Athens, binding them more closely to him. The relationship between political and military power was abundantly clear to the successful and ruthless Sulla, and it was now that the victorious proconsul dispatched an ominous letter to the Senate. The government he had established before his hurried departure had collapsed and Sulla himself had been declared a hostis at the behest of Marius and Cinna, his property razed, his family forced to flee. ‘However’, as Appian says about Sulla and his outlaw status, ‘in spite of this he did not relax his authority in the least, since he had a zealous and devoted army’. Now that Mithridates had been tamed, Sulla prepared to embark his loyal troops and turn his vengeance back on his native city.

At Rome events moved on apace. While Sulla was talking peace with Mithridates, Cinna (cos. IIII) had been stoned to death by his own troops during a mutiny, thus leaving Carbo (cos. II) as the sole consul for the rest of the year. Carbo, struggling with a moderate majority in the Senate and despite having pandered to the newly enfranchised communities, was eventually forced to take hostages from many towns and colonies in Italy to ensure their loyalty in the coming showdown with Sulla. As the acceptable face of the Cinnan régime, Lucius Cornelius Scipio Asiagenus and Caius Norbanus were returned as consuls for the coming year.

Early in 83 BC Sulla landed at Brundisium (Brindisi), and large numbers of senators and sons of senators flocked to his side, including the young Pompey. Unlike his first march on Rome, when only a single officer had accompanied him, Sulla’s entourage was now thronged with members of the nobilitas. By changing the rules of the political game, civil wars encouraged even more exceptional careers among those who supported the winning side and, as we shall later discover, that of Pompey was to break all records. Alas for the losers there was no such luck: Scipio Asiagenus’ soldiers judged they would do better to serve under the lucky Sulla.

In 82 BC Caius Marius minor, not yet 27 years old, was consul alongside the veteran Carbo (cos. III), and they attempted, through a Marian–Cinnan coalition, to reassert control after a string of defeats. Despite many of his father’s veterans coming to his standard, Marius was eventually holed up in the hill town of Praeneste, some 40 kilometres east of Rome. Once again the Samnites, for the last time in history, marched down from their mountains and entered the war. They joined a Marian cause already on the point of collapse, but failed to lift the siege, and then, with the sudden realisation that Rome lay unprotected to their rear, abruptly turned and marched on the capital. Abandoned by his new allies, Marius minor committed suicide, while Sulla, surprised by the Samnites’ action, pursued them at frantic speed. Throwing his exhausted army into battle outside the city walls, by dawn on 2 November he emerged unbeaten from the bloodbath of Porta Collina. It had been a close call. The Samnites had marched on Rome not from loyalty to old Marius’ memory, but ‘to pull down and destroy the tyrant city’.



There was a time—only a year earlier, at the time of his triumphant entry into the capital—when Yoshinaka had commanded 50,000 warriors. Those were the days. He had scoffed at the effete courtiers and taught them a few lessons in so-called etiquette.

Yoshinaka had clambered into the palanquin any way he saw fit. If he needed a bowl to drink, he would just take one from an altar. If he needed something done, he would just shout at the closest courtier. He had no time for the careful rituals and picky ceremonies of the imperials. There was work to do.

But now he was on the run, commander of just a few hundred horsemen, pursued by his own cousins in the Minamoto family. A roadside scuffle reduced his numbers to fifty, then a mere dozen.

One of them was a woman.

Critics are divided as to why Lady Tomoe should show up in The Tale of the Heike as Yoshinaka is fleeing for his life. Perhaps, as modern feminists hope, she is more typical than the historical record lets on. Traditions imply that samurai women are only expected to fight in the last-ditch defense of the homestead, but perhaps things were different in the twelfth century. Perhaps Tomoe, with a bow taller than she was and a sword that she swung with two hands, was just one of many samurai women who fought on the front line. Modern archaeology has uncovered mass graves on samurai-era battlefields in which up to 30 percent of the bodies were female. Were female fighters more prevalent than Tomoe’s lone appearance suggests?

The Tale of the Heike begins in sexist terms, speaking of Tomoe’s great beauty, her white skin, her long hair…and then, as if shaking himself awake, the author suddenly returns to matters of greater importance: her skill at archery; her abilities at breaking in horses and riding on rough terrain; the fact that, even though she was a woman, she was a front-line captain in Yoshinaka’s forces. “She was a warrior worth a thousand,” says The Tale of the Heike, “ready to confront a demon or a god.”

The awe with which the teller of tales appears to have regarded Tomoe does not come across in Yoshinaka’s own dialogue. As his forces decline and he finds himself leading little more than a fugitive platoon, Yoshinaka knows that his days are numbered. He knows that he is not going to make it out of the forest alive. And so he turns to Tomoe and tells her:

You are a woman, so be off with you; go wherever you please. I intend to die in battle, or to kill myself if I am wounded. It would be unseemly to let people say that [Yoshinaka] kept a woman with him during his last battle.

Yoshinaka has already been presented as a buffoon, committing a series of ridiculous gaffes in his brief sojourn in Kyōto. Perhaps Tomoe is included as an example of just how clueless he is—letting a woman fight on the frontline? What savages these Minamoto clansmen must be, if even their womenfolk wrestle in the mud for trinkets of power!

Why does he want Tomoe to run away? It is usually assumed that he still has some unreconstructed macho sense of honor, the first stirrings of bushidō, what would be later known as the Way of the Warrior. It would be dishonorable to die with a woman present. Perhaps Tomoe was just a plaything; perhaps she was one of the shirabyōshi “sword-dancers”—military-themed strippers who enjoyed something of a fad in the age of the samurai.

Or perhaps Yoshinaka cared for her deeply. The wording of his command for her to leave is open to interpretation. “You are a woman, so be off with you; go wherever you please.” In other words, anyone and his henchmen will be sure to recognize a male warrior on the run, even if he cast off his armor, even if he threw away his sword. They will see who he is from his haircut and his scars. But you, Tomoe, you can melt away into the forest. With a dab of mud and a switch in clothing, you’ll look just like any other peasant girl, and the enemies will be none the wiser. You’ll have a shot at living. There is no need for me to cause your death, too.

An alternate version of the same story has him actively threatening her with punishment beyond the grave. If she does not do as he says, he tells her, he will revoke the bonds that join lord and vassal for three iterations. In other words, if she obeys him on this occasion, he promises they will be reunited in the next life, perhaps with their roles reversed. But if she refuses to leave, their souls will never meet again.

Tomoe allows her horse to slow, dropping back in the party of fleeing samurai. Before long, she and her mount are alone on the forest path, the sound of Yoshinaka’s squadron already faded away in the green distance.

Sadly, Tomoe wishes for one last battle.

Then she hears the thunder of hooves.

A troop of thirty horsemen is in pursuit, chasing after Yoshinaka, led by the samurai Morishige. As he passes, Tomoe rides her horse straight into his, grabbing the surprised leader and dragging him across her saddle. She draws her dagger and knifes Morishige in the neck, savagely twisting his head from his shoulders.

Spattered in warm blood, she holds his head aloft, a trophy that in better days would have been retained to show to one’s lord for rewards and prestige. But Tomoe has no lord any more, not in this life, so she hurls the head into the trees and whirls her horse around to gallop away.

The Tale of the Heike does not say whether Morishige’s men give chase or not. Do they break off the pursuit of Yoshinaka, or do they even notice that one of their men is down? Regardless, Tomoe and her horse fly between the trees as she tears off the bulky, blood-drenched panels of her armor. She throws her helmet into a ditch, she loses her sword. By the time she rides out of the forest, she is a merely a woman on a horse…then she loses the horse, washes in a stream…and fades into the countryside.

Yoshinaka was right; he would never make it out of the woods. His horse gets stuck in the mud, and he leaps off with his own sword in his mouth to guarantee he won’t hit the ground alive.

As for Tomoe, some say she was unable to stay away from the battlefield, and would become the wife of another samurai and the mother of a famous strongman in the following generation. Others said that she went into seclusion and died in her nineties as a Buddhist nun. Another story claims that she hunted down Yoshinaka’s pursuers, stole back her lover’s severed head, and was last seen cradling it in her arms, walking out to sea.

In 1068, the Fujiwara were successfully played at their own game. The seventy-first emperor of Japan, Go-Sanjō (1032–73), was the first emperor in 170 years not to have immediate connections to the Fujiwara family. Consequently, his career was initially blocked by the Fujiwara faction at court, but the death of his predecessor without a direct heir suddenly propelled him to the throne. He immediately set about annoying the Fujiwara clan, overriding his kanpaku (spokesman) and calling for an audit of shōen estates and provincial governors. Inconveniently for the Fujiwara, the constitution set in place all those years ago by Prince Shōtoku and his successors made this all reasonable, and the threat loomed that Go-Sanjō might sweep all the Fujiwara from the court with a single edict. He was only headed off when the Fujiwara effectively threatened to go on strike—there were so many of them that their complete removal would have rendered the state powerless and unable to function.

Quitting while he was ahead, Go-Sanjō abdicated while still in his thirties, leaving the throne to his adult son, who had a Fujiwara mother and might thereby be expected to run things more in accordance with the wishes of the shadowy power brokers. But Go-Sanjō was young enough to be able to interfere himself, and his chosen successor, the seventy-third emperor, Shirakawa (1053–1129), was demonstrably old enough and able enough not to require a regent.

Go-Sanjō’s run of luck ended with his death, at the suspiciously young age of forty, shortly after taking holy Buddhist orders. Shirakawa, however, would continue to play his father’s game, himself abdicating only fourteen years later and then entering a monastery to embark upon his own scheme to steer events from behind the throne. Owing to the location of his hideout, this process became known as “cloistered rule” (insei); it would be used by many of his descendants.

For Shirakawa and his immediate heirs, cloistered rule was a success. More by luck than judgement, Japan enjoyed a period of peace and prosperity, and the stranglehold of the Fujiwara on government appointments was broken. But in divorcing his descendants from collusion with the Fujiwara, Shirakawa cut the imperial family off from its main supplier of muscle—and cloistered emperors had no army of their own. In order to secure their position with force, many of his descendants would lean upon the loyalties of their hungrier, less-established cousins from the frontier—the likes of the Minamoto and Taira clans, long excluded from court life, but always keen to find a way back in.

Many years after the events recounted in this chapter, scribes set down a collection of epic tales about the early part of the great struggle for mastery of Japan. It is a wholly different Japan from the image presented by Murasaki Shikibu, as if the weepy romance of The Tale of Genji suddenly gained a distaff war-movie sequel. Genji was a fictional creation likely to have been distantly inspired by real people, created over many years by a female author in the court. Two centuries on, his complement is the rise and fall of an entire rival clan, born from the same kinds of family politics and pruning that shunted Genji from the spotlight, memorialized in a huge and occasionally untrustworthy saga of battles and betrayals, seemingly written by a committee of excitable men. But even The Tale of the Heike cannot resist beginning on a melancholy tone. Although later chapters are full of glorious deaths and stirring heroism, its opening pages lament the pointlessness of it all, foreshadowing the desolation of its own finale:

The Gion bell tolls, sounding the knell that all things must pass. Like the colors of the summer camellia, prosperity is ever followed by decline. The proud do not endure; they are like a dream on a spring night. Even the mighty meet with destruction, until they are as dust before the wind.

Sometime around the year 850, Japan had ceased to be a nation with an insecure frontier. There was a trading post on the southern tip of Hokkaidō during this period, but Japanese rule did not extend far beyond it. The Korea Strait separating Japan from Korea, along with the Tsugaru Strait between Honshū and Hokkaidō, functioned as an effective barrier for potential large-scale trouble. Unlike China, from which much of its model government was derived, medieval Japan did not really have a border problem—there was no serious chance of foreign invasion or of disaffected noblemen forming alliances with foreign tribes. Japan was neatly cut off, which allowed its system to prosper and flourish without further adaptation. China’s Tang dynasty was deteriorating, and when it fell, the Japanese did not rush to communicate with its successor states—although China was not entirely forgotten, the great influx of Chinese culture was shut down. The only drawback here, for a system that relied on pushing its dregs and spares onto the borderlands, was that without any new lands to be won, the Japanese would soon start fighting each other over the lands they already had.

Inevitably, the shōen estates and the farthest marchlands assumed the status of autonomous counties or baronies. In particular, the Taira and Minamoto families, united by their mutual ancestry and shared experience of exile, came to dominate many of these outer estates, turning the edges of the nation into a patchwork of holdings with allegiance to either Red (Taira) or White (Minamoto). To this day, these two colors remain a symbol of polar opposites for the Japanese; teams in game shows are divided into Red and White, and the colors of the Japanese flag even represent the standoff. From the tenth to the twelfth century, these two clans experienced a series of huge reversals and resurgences in an era that some commentators call “feudal Japan.”

Others vigorously deny the classification. It is easy to see elements of feudalism in medieval Japan, but the term is unpopular with many historians. There is an easy temptation, particularly in popular accounts such as this one, to over-translate all terminology into European equivalents, talking of Japanese dukes and viscounts, barons and knights. British parallels are particularly alluring—an island kingdom at the edge of a continent, with a monarch ruling by divine right over contending noble houses…But even though the samurai pledged allegiance to a semi-divine emperor, each emperor’s real-world power was highly limited. European schoolchildren might learn about the deeds of their great kings and queens, but Japanese schoolbooks often gloss over the emperors in favor of the real rulers—the regents who held power through several reigns, the shōguns who effectively ran the country in the name of their bosses, or the relatively lowly princelings who achieved something concrete while their imperial siblings were kept busy with rituals and ceremonies. It was, in theory, possible that any lord might lose his manor overnight and be ordered to hand over the keys to a successor newly appointed by the government. The real question in Japan, as ever, was who the government actually was: all orders were given in the emperor’s name, but true power resided in the ability to gain that particular stamp of approval.

In many ways, this is what the samurai houses were fighting over. It no longer mattered quite so much if they had access to the luxuries of the court—many of them were living very well on their own estates. But now they required greater influence at that same court in order to make sure that everything they had built over generations was not taken away from them because a minister had fallen out of favor, or because the arrival of a pretty concubine had propelled her father into a new ministerial role at court and ousted his predecessor. Whereas the samurai families had once been “servants” of the court, they now increasingly tried to make the court serve them.

There was, at least on paper, no need for the Taira and Minamoto to be at odds with one another. They were, after all, both supposedly loyal to the same emperor. In the early days of their ascension, they were not even clearly divided into Us and Them—multiple branches of both Taira and Minamoto were often pitted against others of their own surname. Inevitably they would clash over allegiances and the nature of their service. The Taira lost their Kantō power base after one of their major lords, Masakado, proclaimed himself to be independent. That in itself might have been enough to plunge Japan into civil war in 940, but the problem was dealt with by his own clan—the Taira pretender was defeated by his own Taira cousins. The scandal cost the Taira their hold on the Kantō plain, but left them eager to prove to the emperor that Masakado was the exception rather than the rule. They were swift to volunteer for piracy suppression operations in the Inland Sea and on the western coast, in which capacity they were even obliged to sail against a Fujiwara sea-lord who had also decided to defy the central authority. Back in Kyōto, the emperor was pleased with their loyal service; his Fujiwara in-laws, not so much. Luckily for them, they could find some military champions of their own among the Minamoto.

The greatest expansion of the Minamoto came under the leader Minamoto Yoshiie (1041–1108), who made a name for himself carrying out dirty work for the capital’s prominent Fujiwara family. After he led a campaign to neutralize rebels in the Kantō region, the court found a way to wriggle out of paying him off. Instead of complaining, he reached into his own treasury for the money. This made him popular not only with his own troops, who now trusted him more than their government, but also with many newfound allies, who flocked to associate with him and extended the reach of his already-large holdings.

As the generations passed, the tensions caused by the samurai families became increasingly obvious. Two year’s after Yoshiie’s death, his son started a revolt in the provinces that was put down by a Taira general. His grandson Tameyoshi almost caused the downfall of the entire clan in 1156, when he backed the wrong side in an imperial power struggle.

Bear with me. We’ll slow down for a moment and look at the origins of this one crisis just to get a sense of the complexities and hidden conflicts that would characterize dozens of similar intrigues throughout the period. We won’t do this for the next thirty emperors, many of whose situations were no less confusing, but the roots of what became known as the Hōgen Insurrection are a textbook case of the intricacies of court politics—a multisided standoff with half a dozen factions. The conflict dated back to the seventy-fourth emperor, Toba (1103–56), who spent his whole childhood and teens as the ruler in name only, while his “retired” grandfather ran the state from a monastery. At age twenty Toba himself retired, leaving the throne to his own infant son, the seventy-fifth emperor, Sutoku (1119–64).

With up to three imperial predecessors still at large, Sutoku stood no chance at all of making his own decisions; he passed a frustrating, boring twenty years as emperor in name only. He, too, looked forward to the day when he could skip the court with his own entourage, but his father was still very much hands-on. Retired Emperor Toba was still only in his thirties, and had recently become a father again. Favoring the new child’s mother (a Fujiwara) over Sutoku’s (another Fujiwara), Toba shunted his son off the throne and had the new successor, Konoe (1139–55) crowned as Japan’s seventy-sixth emperor.

Stories would be told about the incident for centuries afterwards. Later authors would create an entire supernatural scandal around the events, claiming that Toba had been bewitched and cursed by an evil twin-tailed fox spirit. The spiteful creature had originally come from China, where, in the glamorous form of a famous beauty of ancient times, it had caused the downfall of an ancient king. It had moved on to India, where it had similarly caused havoc among impressionable men. Now it was in Japan, where it adopted the sensual form of Tamamo-no-mae, an impossibly beautiful servant girl at Toba’s monastery. Toba, who was at least officially a monk now, engaged her in conversations about philosophy, in which her replies came with citations from ancient scriptures no human girl should have known.


Toba fell ill, and his condition progressively worsened, until a bold fortune-teller said the words no other courtier would utter: that his mistress, with her odd mastery of scripture and her propensity to glow in the dark, was not a Buddhist saint at all, but a malicious demon who intended to kill Toba and supplant him. Tamamo-no-mae supposedly disappeared at this point, leading to a savage cull of foxes in the surrounding countryside until Toba regained his health.

I repeat the story here not for its historical accuracy, which is nonexistent, but for the glimpse it offers of the whispers and petty jealousies of Heian life, with bedroom companions influencing political decisions, and courtiers hiding behind coincidence and innuendo in their fox-shaming campaign against some poor concubine. Tamamo-no-Mae was never seen again, although her angry spirit was said to influence many of the scandals that followed. Even in the afterlife, it seems, there were intrigues and scandals, dead emperors and wronged courtiers who might be persuaded to avenge forgotten insults. It was, some said, the curse of Tamamo-no-mae that brought down Toba’s young proxy, Konoe; the young boy was always sickly, and reigned for barely more than a decade, dying at the age of seventeen, before he had the chance to sire an heir of his own.

The year was 1155. Retired Emperor Sutoku hoped to regain the throne, but Retired Emperor Toba still had seniority, and managed to recommend that his own fourteenth son, Sutoku’s brother, should be crowned as Japan’s seventy-seventh emperor, Go-Shirakawa (1127–92). Sutoku had hence been passed over in the succession three times—forced to abdicate against his will, and then replaced by two of his siblings when he regarded himself as a prime candidate for restoration. There was also a scurrilous rumor, never quite discounted, that Toba hated Sutoku because he wasn’t really his son at all, but the secret love-child of Toba’s father, sired on Toba’s wife in some tawdry incident.

If all that looks confusing, it’s only half the story, since these feuding emperors were themselves merely the outward manifestation of another conflict underway over who got to be the emperor’s chief minister. In fact, it hardly mattered who the emperor was; the real issue was who his mother was, with the various fallings in and out of imperial favor masking internal conflicts within the Fujiwara family, which had supplied most of the brides and concubines, and hence most of the regents.

Nobody dared challenge the decision directly, and the new emperor Go-Shirakawa, a man who had never expected to be emperor and rather seemed taken by surprise by the whole thing, endured a tense first year on the throne, ending in the summer of 1156 with the death of his father Toba. Toba had taken two months to die, on a sickbed attended by hushed whispers and intense conferences, in a mansion guarded by stern samurai.

It was Toba who had held everything together, and whose factions had crushed any resistance. With him gone, Sutoku was the new senior retired emperor, and he was ready to pounce.

Emperor Go-Shirakawa knew trouble was brewing. Three days after his father’s death, his officials were ordering samurai to steer clear of the capital. Two days after that, known associates of Retired Emperor Sutoku were directly ordered not to recruit troops. Forty-eight hours later, samurai loyal to the incumbent emperor and samurai loyal to the retired emperor clashed in open combat on the streets of Heian.

It was a landmark moment. The intrigues of the court had erupted into open violence, and had done so not at the border, but within the very capital itself. That, at least, was how things felt to the court at large—the attentive reader will recall that some of the courtiers’ own ancestors were not above stabbing their enemies to death in the emperor’s presence in ages past—but it seems that many of the contemporary courtiers had come to believe their own hype, and were ill-prepared for violence returning to their doorstep.

The samurai in play amounted to several hundred on each side, but the only prize was Go-Shirakawa himself, who might be persuaded to abdicate if he fell into the hands of his brother’s rebels.

There were Fujiwara courtiers and Minamoto samurai on both sides of the conflict. Unfortunately for the pro-Sutoku faction, their nominal leader, Fujiwara Yorinaga, was very much an armchair general whose ideas about warfare were based solely on the idealized, rather ceremonial events described in old stories and songs. His Minamoto advisers, veterans of many an asymmetrical skirmish in the northern wars, suggested that the best thing to do was to start a fire at the emperor’s residence, which was sure to lead their target to flee in his palanquin with a small group of bodyguards. They could then overwhelm the guards, seize the palanquin, and thereby obtain control of the only figure who could order the enemy to stand down. The conflict would be over before it started, with minimal loss of life.

Yorinaga was not interested. The whole thing sounded sneaky and underhanded to him, and he very much preferred to imagine things the way they were in the old songs, with a few hundred samurai marching out to a nice area of flat ground, stating their names and lineages, and then taking each other on in single combat until the victor was revealed.

It does not seem to have occurred to Yorinaga that if his own samurai had come up with the idea for such a ruthless, surgical strike, then the enemy, whose samurai hailed from a different branch of the same family, was liable to have a very similar idea. In fact, his enemies had already apprehended one of his men, who had spilled all their plans, leading the incumbent emperor to authorize the seizure and search of Yorinaga’s house.

At dawn on the eleventh day of the seventh lunar month, 1156, the emperor led his court in prayers while his loyalists converged on Yorinaga from three directions with several hundred mounted men. Within an hour, there were flames and smoke in the east of the city. The battle was bloody but brief, although its aftermath would stretch on for two generations.

Several of the rebel leaders were killed in the skirmish. The pretender Sutoku was packed away into monastic exile on a remote island, where he lived for another eight years, muttering curses against his enemies, and, it was said, forming a malicious faction in the afterlife with the fiery fox spirit Tamamo-no-mae. In subsequent years, his angry ghost would get the blame for many famines, earthquakes, and misfortunes, becoming one of the great bogeymen of Japanese history.

For centuries, the Kyōto aristocracy had boasted of the civilized nature of their capital. It was a mark of the drastic changes in attitudes and expectations that the uprising ended with a round of beheadings. Courtiers had prided themselves on the peaceful capital for the last three and a half centuries—nobody had been executed in Kyōto since the failed coup of Retired Emperor Heizei in 810. Now, Sutoku’s surviving supporters were executed, sometimes in cruel situations in which their own relatives were ordered to carry out the task.

In the most infamous case, the Minamoto loyalist Yoshitomo was ordered to behead his own father. He was unable to carry out such a terrible command, but one of his lieutenants, seeing that a Minamoto would die at the hands of a Taira unless he took action, did the deed himself. Shortly after he had spared his lord from committing patricide, the loyal lieutenant killed himself in contrition.

It was by no means the first reference to suicide in the tales of the samurai, nor even in the events of the Hōgen Insurrection. But it is during this failed rebellion that the chronicles of the samurai first start referring not only to suicide, but to a particular kind of suicide. The cult of the samurai had already begun to take on certain new elements. One was the desire to wear flashy armor, decorated with striking icons or tied with distinctive color strings, in order to make it clear who was winning fame on the field of battle. Samurai helmets, in particular, became notorious for their ostentatious adornments; these have included, among many other things, a giant snail shell, insect’s wings, antlers, devil horns, sunbursts, and rabbit ears. The samurai had started to develop a sense of themselves that placed them on a hierarchy of bravery and battle prowess, and that meant it was necessary for their victories to be obvious to all. A side effect of this ease of identification was that it would also be clear who was running away. The distinctive nature of samurai battlefield adornments promoted a gung-ho sense of always charging, never retreating.

There were times when victory was impossible. Samurai might be surrounded with no possible retreat. They might be disarmed. They might find themselves just about to fall into enemy hands, where they might suffer the further shame of being used as hostages or bargaining chips, or tortured for information. Or, like Yoshitomo’s lieutenant, they might find themselves in an impossible situation, where they had done the right thing by their lord but could not possibly be expected to go on living after having done so.

Instead, they chose to kill themselves, but not with the throat-slitting or defenestration favored by women in search of a quick death. Instead, they killed themselves in the most painful way imaginable, by slicing open their own abdomen as a mark of their bravery and inner strength—the belly was thought to be the seat of the soul, and hence also a mark of sincerity. Cutting the belly, seppuku (more vulgarly, hara kiri) was a one-way trip to agony. There was no cure; only a slow, lingering death. The decision to slice open one’s abdomen was also a get-out clause for one’s underlings—they would not dare lift a finger against their master, but would be justified, once he had voluntarily wounded himself in such a fashion, in ending his suffering by beheading him.

Over the years, seppuku would take on new rituals. Samurai would wear a white kimono, symbolising death and purity. They would write a death poem, ensuring that parting words, criticisms, or curses were encapsulated in repeatable form. The nature of the wound would become deliberately cruel, with “tradition” demanding four cuts through the abdominal muscles—shi, meaning four, being a homonym for death, but also demanding incredible determination and strength of purpose in the self-harming samurai. Seppuku started as a battlefield compromise—a last resort by besieged men in burning castles, determined not to surrender to enemies who would torture and humiliate them. But once it became enshrined in tradition, it became the default means of repentance, and even criticism. It faded out after the era of the samurai, but still occasionally returns to haunt the country.

If this seems shocking to the modern reader, we should bear in mind that religious belief played an important part. Buddhism had taken hold, but with a certain nihilistic angle. The concept that “all life is suffering” had been embraced by the Japanese with a melancholy sense of poetry, as well as a certain sense that the end of the world was nigh. Certain Buddhist scriptures predicted the rise, peak, and subsequent fall of the Buddha’s teachings: five hundred years of struggle for success, a thousand years of worship and achievement, and then five centuries of worsening conditions as things fell apart. It was, hence, widely believed among the medieval Japanese that they were living in the “Latter Days of the Law” (mappō). Any natural disasters, reversals of fortune, or atrocities could be written off as further evidence that the teachings of Buddha were under attack, and that any ends available would justify the means of sustaining them.

One particular Buddhist sect, the Essence of the Pure Land (Jōdo Shinshū) gained ground in medieval Japan. Pure Land Buddhism regarded the country’s troubles as yet another example of the Latter Days of the Law, in which it was almost impossible for anybody to engage in correct Buddhist devotion. In a sense, Pure Land Buddhists all but gave up trying, instead paying a new form of devotion to Buddha that recognized that things were terrible—people were trapped in cycles of toxic karma, eating meat, drinking booze, fornicating, and otherwise coping with the onrushing end of the world—but that it was still possible to at least make it obvious to Buddha that you bore him in mind. You would do this by chanting “Namu Amida Butsu” (I take refuge in Amida Buddha) as often as possible, as a little spell to hold back the worst of the world. Most importantly, Pure Land Buddhism was a sect that offered the chance of rebirth in a Buddhist paradise to absolutely everybody. It was not restricted to monks or the rich who could afford costly demonstrations of devotion; literally anyone could find refuge in the Pure Land—even warriors.

Buddhism was actually abundantly clear about killing people being a sin. “A disciple of the Buddha,” said the fifth-century Sutra of Brahma’s Net, “should not possess swords, spears, bows, arrows, pikes, axes, or any other fighting devices. Even if one’s father or mother were slain, one should not retaliate.”

It was, however, the Zen flavor of Buddhism, originating in the Shaolin Temple in China, which achieved prominence among the samurai. Yes, killing people would bring about bad karma, but what about standing up for what was right, if that involved breaking a few heads? What about killing an assassin hell-bent on killing one’s lord? In such cases, presumably we would not be talking so much about bad karma, but about the least-worst.

Zen found plenty of adherents in Japan’s warrior class, in part because of some of its teachers’ habit of cutting through knotty issues of philosophy with seemingly dismissive put-downs. In fact, there was substantially more to it than that, but the nature of certain Zen parables and questions for meditation did lend itself well to a breed of anti-intellectualism. The Chinese Zen master Linji, for example, once famously said, “If you see the Buddha on the road, kill him.” He meant that the earnest Zen scholar should question all presumptions, and never lean on credentials or blind faith. But in the hands of the samurai, this became a recipe for a nihilistic battlefield philosophy.

It is often necessary to read between the lines in comments from the history books about “Buddhist monks” in medieval Japan. We already know, for example, that certain retired emperors were shaving their heads and ruling “from the cloisters,” even though their lives (and loves) continued in much the same way as they did in lay life. We also know that wily landowners were evading their tax responsibilities by “donating” their lands to Buddhist monasteries. With such deceptions at all levels of Japanese religious life, it should come as no surprise that there was an entire class of Buddhist “monks” who were little more than shaven-headed militia employed as military muscle to deal with their institution’s widening secular responsibilities. Even legitimate temples got in on the act, employing mercenaries to protect them from their newly proactive rivals.

Despite proscriptions against violence in other areas of Buddhism, and indeed within Zen itself, the interpreters of Zen among the samurai came to regard it as a warrior’s creed. Meanwhile, monasteries of doubtful provenance—some established as tax refuges—were prepared to offer prayers for the soul of a samurai who killed in the name of justice. Although not quite like the selling of indulgences in a European sense, it did give rise to a warrior class whose members felt that their religion entitled them to fight.

It was during the time of the wars of the Taira and Minamoto that Zen Buddhism first began to take hold in Japan, brought back to Japan, like so many other things, by monks who had studied in China. Zen was an offshoot of Buddhism that emphasized self-reliance. As brought to China by the monk Bodhidharma, Zen was a teaching “outside the scriptures”; sometimes this was interpreted as an extremely brawny, no-nonsense dismissal of much scripture and philosophy in favor of sparks of insight and moments of direct action.

Zen Buddhism hence threw away many of the accretions of Buddhist religions in favor of the cultivation of enlightenment (satori)—a perpetual moment of clarity. The version brought to Japan by the monk Eisai (1145–1215) was keen on short, punchy aphorisms designed to function as tools for thinking. Known in Japanese as kōan, these parables have come to characterize much Zen thought, as acolytes meditate on such questions as “What is the sound of one hand clapping?”; “What is the face you had before you were born?”; and that old favorite from Tang-dynasty China, “If you see the Buddha on the road, kill him.”

Later sects postdating the Taira-Minamoto war would introduce other ideas, such as zazen, “sitting meditation,” in which the aspirant emptied his mind of all thought except for a single mantra or goal. This was particularly appealing to the samurai, who loved the idea that there was no difference between life and death—there was only the singleminded pursuit of one’s mission.

Buddhism, particularly Zen Buddhism, soon turned in the hands of the samurai into an elaborate game of death in which killers accepted the risk of bad karma balanced against the accrual of merits for loyal service and just actions. As Buddhism splintered and evolved in Japan, there were plenty of sects that could offer warriors the chance to buy off bad deeds with donations and penances, and priests who spoke of the wheel of reincarnation. The samurai believed that the relationship between a lord and vassal was, if not immortal, then sure to last for at least three lifetimes. Die well in this life, and you were assured of respawning at a higher social station, under better conditions, perhaps even having been dealt a better hand. Die badly or with dishonor and you might not return as a samurai at all, but as a peasant, or a woman or an animal. In the multiple reversals of fortune and wars over nothing that would come to characterize medieval Japan, a “good death” became one of the primary aims of a samurai life.

And the result? As implied by the opening lines of The Tale of the Heike, you might say that it was all for nothing. Go-Shirakawa, the reigning emperor in whose name so many fought and died, sat on the throne for barely two years before deciding that he, too, would abdicate in favor of his own teenage son, the seventy-eighth emperor, Nijō (1143–65).

Go-Shirakawa would remain the main power broker for the next thirty years, through the troubled reigns of five successors. He gained such a reputation among historians for cunning plans and dastardly schemes that he is still referred to as the “Grand Crow-Demon” (Dai Tengu) or even the “Shadow Lord” (Anshu). Meanwhile, there were mixed feelings among his supporters in the skirmish. Taira no Kiyomori (1118–81), the scheming, moustachioed courtier who brokered the power behind the scenes, gained an impressive promotion and a nearby coastal fief to rule over. Minamoto no Yoshitomo, however, who had done the actual fighting in a conflict that had cost him the deaths of his own relatives—sometimes at his own hands—received much less. As far as the court was concerned, he was a loyal servant being granted some great concessions of noble rank and title. Yoshitomo felt that Kiyomori was getting the glory for his own hard work, and that once the fighting was done, the courtiers had suddenly remembered again how much they despised the samurai.

The Fujiwara, meanwhile, were up to their usual tricks, making sure that the new emperor had a Fujiwara bride. The one they found had previously been the child-bride of her new husband’s uncle, the sickly teenage emperor Konoe. Kiyomori made sure one of his own daughters was married to the new emperor’s chief minister, and, it seems, dismissed Yoshitomo’s complaints that he was not getting what he deserved.

Yoshitomo took action in January 1159, waiting until Kiyomori and his cronies were on a pilgrimage. His men snatched both Emperor Nijō and his father Go-Shirakawa, who were then obliged to sack many of their ministers and replace them with appointees favorable to the Minamoto clan.

This was by no means the first time such a power grab had occurred, but the outcome was different. It used to be that whoever had lost the upper hand would run for the provinces, to lean on their power base there. But Kiyomori had observed the fate of such former figures: absent from the capital, they had been branded by the captive administration as “rebels,” which led all loyal samurai to take arms against them. Kiyomori had seen several such examples in recent memory, and was determined not to be another one. Accordingly, instead of running for the coast of the Inland Sea, he rode straight back to Kyōto, daring his enemies to make their move.

Kiyomori and his Taira samurai were unable to act for as long as commands were issued in the name of the emperor—the confidence of the samurai had yet to achieve that arrogant tipping point whereby they acted out of regard for what the true emperor’s orders might be. Instead, the capital endured a tense ten-day standoff of messengers and conferences, with a substantial number of samurai at battle readiness. Four years earlier, the troops fielded had numbered in the hundreds; tellingly, there were now thousands ready to strike.

The impasse was broken through subterfuge. Two aristocrats switched sides and dolled up the teenage emperor Nijō in makeup and women’s clothes, sneaking him out of his palace in disguise and whisking him away to Kiyomori’s compound in the middle of the chaos caused by a convenient fire at the palace. Go-Shirakawa was even bolder, sneaking from the palace by simply dressing in commoner’s clothes and riding out the gate.


Now the power shifted once more. Emperor Nijō issued a new proclamation naming Kiyomori’s residence as the “new palace”—effectively declaring a state of emergency that implied anyone in the original palace was an imposter or rebel. A force of some 3,000 Taira cavalry, with at least as many foot soldiers in support, was already marching on the former imperial palace, leading to a running battle in the streets of Kyōto. Depending on whom one believed, either the Taira were chasing the Minamoto across town, or the Minamoto successfully pushed the Taira back to Kiyomori’s mansion. Either way, Yoshitomo’s only chance of survival was to snatch back his imperial bargaining chips before they could officially declare him to be an enemy of the state.

But it was too late. Yoshitomo had been outmaneuvered, and now it was his turn to flee, splitting up and leading a dwindling band of faithful samurai in a fighting retreat amid a driving midwinter snowstorm. Few of them lasted more than a few days, with even their allies turning against them. Yoshitomo himself was murdered while bathing at a house that he believed to have been run by friends.

Yoshitomo’s newest mistress, the twenty-year-old Tokiwa, took a different route with her three young sons, leading two by the hand with the third, a new-born baby, nestled against her chest beneath her robe. She was soon apprehended and brought before Kiyomori, who informed her that the menfolk of the Minamoto were being purged from the Earth. He did, however, have an offer for her that she could not refuse. Her three sons would be spared if she sent them away to a monastery…and agreed to become Kiyomori’s concubine.

The Taira were appalled that Kiyomori could even consider such an offer. His own stepmother warned him that Yoshitomo’s children were sure to grow up with a desire to avenge the fall of their clan. But Kiyomori was arrogant in victory, utterly convinced that he had stripped the Minamoto of all their power. Raping their leader’s woman would be the final insult.

Tokiwa would live another three decades, although Kiyomori soon tired of her; she ended her days married to a Fujiwara courtier. Kiyomori, meanwhile, achieved all his desires, and was the first samurai to be made chief minister in 1160. Not long afterward, his sister-in-law attracted the eye of Go-Shirakawa, fell pregnant, and persuaded the retired emperor that the child of their union should be the next infant sovereign requiring a regent. The boy was crowned as Emperor Takakura in 1168, and would eventually marry Kiyomori’s daughter. Kiyomori then “retired” from his official posts, enjoying the glory but rejecting the responsibilities that might actually be required to carry out those roles. What could possibly go wrong?

In fact, things had already started to go wrong, on a dark, snowy night when Emperor Takakura’s regent, Fujiwara Motofusa, found his retinue’s path blocked by a bunch of teenage samurai. The regent’s men demanded that they move, but the samurai, celebrating after a day’s hawking and hunting, told them to shove it. The regent’s men dragged them from their horses, and the lead teenager—another of Kiyomori’s grandsons—went home and whined to his dad about it.

His father, wise to court etiquette, immediately apologized to the regent, but Kiyomori had other ideas. He rounded up sixty country samurai with allegiance directly to him, and ordered them to avenge the “insult” to his grandson. They lay in wait for the regent’s entourage, ambushed their target on the road, wrecked the carriage, and cut off the hair of the captured guardsmen. The humiliated regent arrived at the palace in a cart dragged by one of his retainers, the oxen having been cut loose.

In the aftermath, the grandson was packed off to the provinces, and the perpetrators of his vengeful drive-by were dismissed. But the incident had made Kiyomori ample enemies among the Fujiwara. The fateful nuptials of Emperor Takakura and Kiyomori’s fifteen-year-old daughter were only a few days later; although they would eventually produce the Emperor Antoku in 1178, they occurred amid an atmosphere of resentment.

The child-emperor Antoku was the culmination of all Kiyomori’s scheming, and also the seed of his downfall. From being stripped of imperial status, the Taira were just about to supply Japan’s next ruler. In bundling Antoku onto the throne, Kiyomori made a permanent enemy out of Retired Emperor Go-Shirakawa, who was far too wily a politician to say anything in public. Instead, Go-Shirakawa got his own son, Prince Mochihito, to proclaim that Antoku was a usurper and that he, Mochihito, was the rightful heir, and to call on any samurai with a sense of justice to come to his aid.

In the beginning, he had few supporters. In fact, he spent the remainder of his short life on the run, protected by a small group of loyal guardsmen and “warrior monks” (some of whom were former Minamoto who had taken holy orders to avoid persecution in pro-Taira times), pursued out of Kyōto by samurai loyal to the Taira. He made it as far as the bridge at Uji, falling off his horse six times. His men pulled up the planks on the bridge to delay their pursuers, and commandeered the nearby Phoenix Hall temple to give the pretender a rest.

It was, however, a fatal delay. The pursuing enemy samurai plunged straight into the rushing waters of the river—200 men and horses were swept away by the current, but plenty made it to the opposite bank, their fellow samurai providing cover with a hail of arrows from the far side. One warrior, the fighting monk Jōmyō, did not bother with the river, but made an acrobatic barefoot assault across the scaffolding of the bridge. The Tale of the Heike reports him reaching the other side ready for action, firing off all twenty-four arrows from his personal supply (killing twelve men and wounding eleven—even a breathless story allowing for one miss). He then grabbed his spear, killing another five men before it broke. Drawing his sword, he dispatched another eight opponents before snapping his blade on the helmet of another, and dropping it into the river. Then he drew his dagger—at which point The Tale of the Heike appears to lose count. It does, however, return to Jōmyō when all the fighting is done, counting sixty-three arrow dents in his armor, five of which have pierced the leather, although none of them seriously.

The fighting spread to the Phoenix Hall, with many of the Minamoto loyalists choosing to make a last stand, dooming themselves in order to allow Prince Mochihito to escape. The Tale of the Heike offers a catalogue of last stands and acts of seppuku, although at least one samurai lived to fight another day. The warrior monk Tayū Genkaku somehow fought his way back to the bridge, jumped into the river, and hit bottom in his heavy armor before clambering out on the Kyōto side, hurling insults at his enemies, and commencing the long, damp trudge back to the capital.

But all the heroism amounted to nothing. The prince’s foster brother, trembling amid the duckweed in a roadside ditch, saw a troop of Taira samurai heading home, bearing the headless body of Prince Mochihito on a window shutter. The prince’s head, along with the heads of some 500 of his allies, was taken to Kiyomori’s mansion by the evening, where victory celebrations soon soured, as nobody could be found to make a positive identification.

Since he had been sequestered for years in a remote palace, living largely in the company of an entourage who were now dead, nobody knew what Prince Mochihito actually looked like. Tense hours passed while the Taira scoured the capital for someone who could identify him, eventually dragging in the mother of one of his children, whose distraught reaction was all that Kiyomori really needed to see.

And there things really ought to have ended, with the pretender dead—except the momentum of Mochihito’s rebellion kept on without him. Despite his protestations that Mochihito was dead, Kiyomori still had to contend with the news of Minamoto armies assembling to the east. Those three surviving Minamoto boys were now all grown up, married into Kantō plainsman aristocracy, and ready for revenge. Their cousin, too, a man called Yoshinaka, had been adopted into the Kiso clan, and hence had not shown up as a Minamoto clansmen when the purges were all the rage. Now he, too, rediscovered his Minamoto roots and came after Kiyomori.

Kiyomori did not live to see the endgame he had set in motion. Bedridden and in his sixties, he died in 1181 as Minamoto forces advanced on the capital; his grandson, the Emperor Antoku, was moved for safety’s sake to the Taira heartland on the coast of the Inland Sea.

The Minamoto flooded into the capital, where they were welcomed by the scheming retired emperor Go-Shirakawa. Although Antoku was still on the run with the sacred imperial regalia—the mirror, the sword and the jewel—the Minamoto wasted no time in proclaiming that he had abdicated, and that his half-brother, Go-Toba (1180–1239), the son of a Fujiwara mother, was the new emperor. In the battles that followed, the Minamoto would hound the Taira across the Inland Sea until their final showdown at sea at Dannoura in 1185.

Realizing that all was lost, the last of the Taira began jumping into the sea, their armor dragging them straight to the bottom. Kiyomori’s widow, Tokiko, turned to her grandson, the six-year-old Emperor Antoku, and told him to say prayers to the east, toward the Shintō shrine at Ise, and west toward the homeland of Buddha.

“Beneath the waves lies our capital,” she said. Then, hugging Antoku close to her along with the ancient sword Kusanagi, she hurled herself into the sea.

The conflict between the Taira and the Minamoto was finally resolved, with the Taira almost entirely wiped out and excluded from the capital. Scattered survivors, including Antoku’s mother, who was pulled by her hair from the water by sailors using a rake, would live on as impoverished local fishermen or religious devotees. The sacred mirror and jewel were, at least officially, retrieved by divers, although the sword Kusanagi was never found—Japanese authorities are deliberately vague about it; although a sword still forms part of the imperial regalia of Japan, the one carried most recently during the coronation of Emperor Heisei in 1989 is believed to be a replica.

The Minamoto were victorious…but—as with every other event in The Tale of the Heike, as foreshadowed by its opening lines—it was all for nothing. In the aftermath, the Minamoto turned on each other, as the eldest surviving son of Yoshitomo, Yoritomo, unleashed his simmering resentment against his half-brother Yoshitsune, who had been instrumental in many of the Minamoto victories of the war with the Taira. Yoritomo largely stroked his chin and looked at maps in his distant headquarters at Kamakura, a fort chosen for strategic reasons—it was approached by seven roads, every one of them traversing steep, defensible mountain passes. But it was Yoshitsune who was on the front line—often against the wishes of his fellow Minamoto generals, but winning forever the support of his men.

Yoshitsune is another of the iconic figures of Japanese history whose life story has lent itself well to legend. From his first appearance in Japanese stories (and indeed, in this book), tucked into his mother’s robe as she flees in a snowstorm, to his legendary tutelage at the feet of crow demons in the hills outside Kyōto, he has gained an enduring presence in Japanese plays, books, and movies. It is Yoshitsune, so the legend goes, who bested the warrior-monk Benkei on Kyōto’s Gojō Bridge; who seduced a nobleman’s daughter so he could read her father’s copy of an ancient Chinese military manual; who led a foolhardy cavalry charge down a steep cliff, surprising the enemy by hitting them from behind their camp at Ichinotani. It was Yoshitsune who lit fires on the landward side of the Taira base, frightening his enemies into taking to their ships and thereby setting up the ultimate showdown at Dannoura.

Yoritomo hated that his half-brother was getting all the credit. He seemed to find fault in every one of Yoshitsune’s victories, criticizing him for minor details like escaped prisoners, rather than praising him for his incredibly effective strategies. Yoshitsune even managed to charm Go-Shirakawa, the retired emperor, although Yoritomo regarded that as yet another example of scheming. On the apparent belief that his half-brother was planning to betray him, Yoritomo ordered his arrest, ending the war with a tragic coda in which the greatest Minamoto general became a fugitive in the north, fleeing his own family.

Yoshitsune the loyal lieutenant was eventually hunted down and killed, his henchmen and son murdered, all so Yoritomo could feel secure. “Sympathy for the lieutenant” (hōgan biiki) remains a popular term in Japanese for championing the underdog. Yoritomo was left with a large holding of his own lands along with the lands of Minamoto vassals and over 500 estates taken from the defeated Taira. It made him a substantial rival for the imperial court itself, which for its own part now lacked any military allies on which it could call for assistance.

With the Minamoto now dominating the court, and with the death of the manipulative retired emperor Go-Shirakawa in 1192, his grandson the child-emperor Go-Toba was persuaded to recognize the possibility of another war breaking out against unknown enemies of the state, and appointed Yoritomo as Shōgun. Despite the continued use of the archaic title for “suppressing barbarians,” Yoritomo was more of a government-appointed autocrat, running Japan in the emperor’s name under a state of martial law. The term he used, which would be used by his successors for the next seven centuries, was intended to imply that this situation was merely a temporary fix until the trouble had died down: the authorities came to be known as the bakufu, or “tent government,” taking their name from the baku windbreaker behind which samurai generals would hide from enemy archers while plotting their next move.

You would be forgiven for thinking that it was a happy ending for the Minamoto, but they had taken heavy losses in the war, not helped at all by Yoritomo’s paranoid postwar purges. Ruling Japan from Kamakura, Yoritomo became the first leader of the Kamakura shōgunate, which would technically run Japan in the emperor’s name for the next 200 years—except much of his military success had been funded by his father-in-law, Tokimasa, leader of Kamakura’s Hōjō clan. After Yoritomo’s death in 1199, his sons were swiftly elbowed aside in favor of “regents” (shikken) from the Hōjō clan. It was these regents who held the true power of the Kamakura shōgunate thereafter, while the Minamoto disappeared in a bout of stabbings and assassinations—Yoritomo’s son, the shōgun Sanetomo, was assassinated by his own nephew, who was then executed for murder, bringing the line to an end while the ghosts of the Taira laughed on the bottom of the sea.

Exactly what kind of unrest was the Kamakura shōgunate expecting? The biggest problems they might expect to encounter often seemed to come from the imperial family itself, whose members did not take kindly to being the puppets of their leading general. Crowned during the conflict as a three-year-old child by the Minamoto in 1183, Japan’s eighty-second emperor, Go-Toba, was forced to abdicate in 1198, but remained inconveniently alive for the next forty-one years, watching from the sidelines as his sons were pushed onto the throne and then off again in the service of the shōgunate’s power games.

In 1221, Go-Toba made his move. Without waiting for the shōgunate to recommend its own candidate, he put his two-year-old grandson on the throne. He then invited all the important samurai in the vicinity of Kyōto to a celebration.

It was a brilliant strategic move. Those who accepted his invitation were clearly willing to support him in any further resistance to the shōgun. One prominent lord did not show up, and soon died under suspicious circumstances—by implying even for a moment that he disapproved of Go-Toba’s actions, he had signed his own death warrant. The others were ready to hear Go-Toba’s new proclamation in the style of his ill-fated ancestors: that anyone who was truly loyal to the emperor and the court should rise up against the Kamakura usurpers. The Hōjō clansmen were officially declared outlaws, and disaffected samurai in the Kyōto region began to flock to Go-Toba’s banner.

Well, maybe not “flock.” Go-Toba attracted a few followers, but the bulk of Japan’s samurai were persuaded to support the so-called outlaws. Hōjō Masako, Yoritomo’s widow, rallied the troops by reminding them of the improvements they had enjoyed under the bakufu. She proclaimed that this was a crucial turning point in history, where the samurai could choose either to remain masters of their own destiny, or to return to the days when they were mere patsies for the court. She must have struck a strange figure addressing the samurai—her head was shaved, as was the custom for widows, leading to her nickname among the samurai: ama-shōgun, the Nun Shōgun.

A Kamakura army marched on Kyōto, scoring a string of successes against the lesser numbers of Go-Toba’s followers. Go-Toba went to the fighting monks on nearby Mount Hiei, pleading for them to come to his aid, but they refused, unwilling to take on the shōgunal forces. The imperial forces made their last stand at the bridge over the river at Uji before giving up and fleeing. Kamakura forces occupied Kyōto, and Go-Toba and his “retired” sons were exiled to remote islands. The grandson became known as the “Dethroned Emperor,” having ruled for barely two months, the shortest reign in Japanese history; he was not even recognized as an emperor at all until the nineteenth century.

The defeat of Go-Toba’s attempted restoration played into the shōgunate’s hands, allowing for the confiscation of some 3,000 estates that could be used to buy favor with the samurai faithful. It secured the shōgunate two generations of relatively stable rule until the 1270s, when the conquest of China by the Mongols led to the threat of an invasion by Khubilai Khan.

Invasion of Poland by Germany

During the early hours of 1 September 1939, Hitler’s other undercover operations pulled together by a special Abwehr army and Security Service (Sicherheitsdienst) or SD volunteers, infiltrated Poland about 3 a.m. to seize vital bridges, railway junctions, coalmines, and factories. In many places the operations run into stiff resistance. Two strategically important bridges over the river Vistula which were assigned by the Germans to capture intact were blown by the Poles, jeopardising the whole plan which Hitler had specifically ordered in his Directive No.1.To make matters worse early morning fog hampered the dropping of paratroopers, and in some areas the Luftwaffe were grounded altogether by the bad visibility.

At 4.25 a.m. as German soldiers waited anxiously along the frontier, German aircraft began leaving their home bases for Poland. From all their assigned airfields, just five minutes before ‘zero-hour’, the Luftwaffe began attacking Polish targets. Airfields, aviation production centres, troop concentrations, ammunition dumps, railways, bridges, and open cities were all bombed. Within minutes German warplanes were giving the Poles the first taste of sudden death and destruction from the skies ever experienced on any great scale on earth. In a cauldron of fire Polish soldiers defending the front lines were unable to combat these incessant aerial bombings and were annihilated or torn to pieces by the dive bombers.

As the Luftwaffe endlessly roared above, on the ground German soldiers had been using nothing more than artillery fire as cover. For nearly an hour an eruption of artillery burst along the German/Polish front. When the barrage subsided, the avalanche broke. An army of formidable tanks juggernauted swiftly across the Polish frontier into the Polish heartlands to achieve its first tactical bounds.

Now in an instant German soldiers were moved forward into action. Their path was forced open principally by tanks that rammed and overrun obstacles by accident or intent. The Poles it seemed, were simply overwhelmed by the German onslaught. The sudden surprise attack; the bombers and fighter planes soaring overhead, reconnoitring, attacking, spreading fire and fear; the Stukas howling as they dived; the tanks, whole divisions of them breaking across even the most rutty Polish roads; the amazing speed of the infantry, of the whole huge army of a million and a half men on horses, motorised wheels, directed and co-ordinated through a complicated maze of electronic communications of intricate radio, telephone and telegraphic networks. This was a monstrous mechanised juggernaut such as the earth had never seen.

To carry out this monumental task against Poland there were two Army Groups – Army Group North, consisting of the Fourth and Third armies, under the command of General Fedor von Bock, and the Southern Army Group, consisting of the Eighth, Tenth and Fourteenth armies, commanded by General Gerd von Rundstedt. From north to south all five German Army Groups crashed over the frontier. Almost immediately they quickly began achieving their objectives.

All along the German front shells and mortars rained down on the defenders as they cowered at the bottom of their foxholes and trenches. Panzers, many of them, came in large groups, clattering forward in low gear, their machine guns chattering to keep the Poles’ heads down. Everywhere the German probed the defence looking for weak spots. Successfully they infiltrated everywhere making a determined attempt to cut off the defender’s rear. In most cases Polish soldiers were forced to withdraw by overwhelming strength. Some Poles, however, even though their positions seemed to be like little oases of defended terrain, preferred to fight to the bitter end.

Spearheading one of the first promising attacks into Poland from the north was General Gunther Hans von Kluge’s Fourth Army. Kluge controlled five infantry divisions, plus two motorised divisions and the Third Panzer Division under General Heinz Guderian. The main thrust of the Fourth Army was east and south, sealing off and then destroying General Bortnowski’s Pomorze Army, which was situated in what was known as the Polish corridor. All main efforts were carried out by the army’s XIX Corps, under the faithful command of the Panzer ace, General Heinz Guderian. Bearing the brunt of this German armoured stampede stood the Pomorze Army, which consisted of five infantry divisions and one cavalry brigade. Throughout the first day of intensive fighting Kluge’s army caused such severe losses to the Pomorze Army that it was forced to reluctantly withdraw in total confusion.

Further east, separated by the Polish corridor in East Prussia, General George von Kuechler’s Third Army made a number of thrusting all-out attacks south from the Prussian border in the direction of Warsaw against the Polish Narew Group and Modlin Army. Under Kuechler’s command advanced seven infantry divisions, an ad hoc panzer division consisting of SS-Panzer Division ‘Kempf ’, which incorporated SSPanzer Regiment Deutschland, and four brigade-size commands, which were all divided under three corps.

During the course of the first day five of Kuechler’s infantry divisions and the SSPanzer Division ‘Kempf ’, nicknamed by its troops as ‘Division-Kempf ’, advanced south at breakneck speed until they smashed head-long into a number of well fortified positions around the area of Mlawa. Immediately ‘Division-Kempf ’, which had been leading the furious drive south, was given the task to destroy the permanent fortification which consisted of a number of heavy fortified pillboxes. For the next few days, ‘Kempf ’, supported by divisional artillery, became increasingly embroiled in a number of savage engagements until it finally surrendered.

To the south German forces were inflicting almost equal misery upon the enemy. Army Group South’s main task was to try and engage the enemy as far forward of the Vistula and eliminate any attempt he might make to retreat east behind the line of the Vistula and San. It was for this reason that the Southern Army Group were ordered to reach the Vistula and San with the greatest possible speed.

Throughout 1 September, German soldiers strove to achieve its objectives. Eighth Army, under the command of General Johannes von Blaskowitz, had driven his four infantry divisions successfully forward despite meeting fierce resistance from the Lodz Army. Although most of the roads were often little more than tracks in the predominantly sandy soil, movement, thanks to the particularly hot and sunny weather – baptised, ‘Führer weather’, went according to plan.

On Eighth Army’s southern flank, General Walter von Reichenau’s Tenth Army launched a series of infantry attacks through forested areas that run along vast parts of the frontier. Some of these attacks met virtually no opposition as the main Polish defence line was positioned miles from the German border. Von Reichenau’s army concentrated two powerful armoured forces, one to the north of the city of Czestochowa, and the other on the south moving on both sides of the town of Lubliniec. In the centre, three infantry divisions covered the central drive. The two armoured units, which were conducting operations on the northern and southern arms was General Reinhardt’s 4th Panzer Division, which was the strongest division in the entire German Army. It was given the difficult task of driving at breakneck speed on Warsaw. For most of the day the Tenth Army continued to consume ever increasing pressure on the Lodz Army. With incredible anger the formidable cadre of the German Army, including some of its most skilled and dedicated men achieved remarkable gains with typical military thoroughness. Their reeling advance had taken them head-on into huge retreating enemy formations, and with it came the capture of town after town, village after village. As the Germans gathered momentum the main focus of struggle concentrated upon the main towns where the wreckage of hundreds of Poles from the Lodz Army were fighting for survival. Blackened vehicles, blackened buildings and woods scarred every acre over which the battle had passed.

On Tenth Army’s southern flank, General List’s Fourteenth Army comprising of some seven infantry and two armoured divisions made staggering advances against the Krakow and Carpathian armies. In just several hours List’s troops had catapulted across the frontier and burst onto the Polish heartlands far ahead of schedule. Even in the jagged terrain of the Tatra and Carpathian mountains many army vehicles were rolling freely along the narrow, dusty roads. In endless lines the convoys roared through heading east on the long haul to the Vistula and San rivers.

The entire thrust of the German Army was quick and swift. The fruits of the dash east were intoxicating for the men riding the tanks and trucks. An almost unopposed advance across country against a disorganised jumble of Polish units retreating with all they could muster had instilled every German soldier with eager enthusiasm. But following this initial excitement of battle, the rapid capture of the first towns and villages, the dramatic seizure of heavy fortified positions, and the clearance of the frontier area, the mood among the men slowly changed, as certain parts of the front stiffened and congealed. They began to quickly learn the costs of conflict. In some areas the Germans found the quality of their opposition extraordinarily uneven. At one moment a handful of them were receiving wholesale enemy surrenders. Whilst in some sectors an entire division found itself being held up by stubborn resistance of a company of Polish troops with a detachment of artillery and anti-tank guns. Yet despite the determination of these brave Polish soldiers, fast and devastatingly efficient Blitzkrieg had arrived.

From the beginning of the invasion the Luftwaffe had paralysed large sections of the Polish railway network, severely disrupting the desperately needed mobilisation, which was still far from completed. Bewildered Polish commanders struggled despairingly to hold their forces together. They were paralysed by developments they had not faintly expected, and could not organise their army in the utter confusion that ensued on the battlefield. In many areas the virtual collapse of the communication system had left many commands isolated, making it difficult for them to establish contact with the fronts. Consequently decisions were almost invariably late and therefore disastrously overtaken by events with the result of one position after another being lost to the Germans. Already the fleeing Polish Army were being mauled almost to death by constant air attacks and pounded mercilessly by tanks and artillery. The Poles were faced with the finest fighting army that the world had ever seen. The quality of the German weapons – above all the Panzers – was of immense importance in Poland. Their tactics were the best; stubborn defence; concentrated local firepower from machine-guns and mortars; rapid counter-attacks to recover lost ground. Units often fought on even when cut-off, which was not a mark of fanaticism, but of masterly tactical discipline. The invasion was a product of dazzling organisation and staff work, and marvellous technical ingenuity. Each operation profited from the mistakes of the last, used mass firepower to wear down the Poles, absorbed disappointments without trauma. Everything it seemed went according to plan, or even better than the plan, in the unfolding both of strategy and tactics. Both Hitler and his Generals were confounded by the lightening speed and the extent of their own gains. As the sun disappeared beyond the scarred remains of Poland that first day in September the die it seemed had already been cast – Germany would soon be reaping the glories of victory.

Pushing East

Over the next few days both the German Northern and Southern groups continued to make furious thrusts on all fronts. As this great advance gathered momentum, more towns and villages fell to the onrushing forces. The campaign had taken on the character that was to remain for the few weeks that followed. Everywhere north, south and east the fronts were shrinking, cracking slowly but surely under the massive German pressure. In this unparalleled armoured dash, some units had covered 40-60 road miles in just twenty-four hours. For many soldiers it was an exhilarating dash, Panzers bucketing across the countryside, meeting in some places only isolated pockets of resistance.

In just over five days of unbroken combat, Kluge’s Fourth Army had cut through the Polish corridor, established a breach between Pomerania and East Prussia, and encircled thousands of enemy soldiers from the Poznan and Pomorze Army. Elements of Guderian’s XIX Corps crossed the Vistula and were informed under the direct command of von Bock to transport its tank battalions through East Prussia; thereafter the corps was to effectively concentrate on the left wing of the Third Army. It was to operate close co-ordination with Kuechler’s force and move out through Lomza, heading east of Warsaw.

In Third Army, infantry and armoured forces continued to push southwards. Already by September 5 Kuechler’s force alone had captured 15,000 prisoners, were driving the Modlin Army back, Panzer Division Kempf had broken through and its spearheads were less than thirty-five miles from Warsaw. Already some forward units were reporting that they had reached strong defensive positions on the Narew river. In the following days to come there would be thousands of German troops crossing the river, hurling themselves east of Warsaw.

South of the country operations were moving as rapidly as those in the north. Both the Eighth and Tenth armies especially fought a measured, stage by stage battle in which the enemy retreated to fresh defensive positions as their lines were driven in by successive German attacks. The bulk of Blaskowitz’s Eighth Army maintained a steady drive on the city of Lodz. But constantly units found themselves confounded by the appalling traffic jams clogging the advance by refugees, and by the Polish army vehicles entangled upon the roads that had been endlessly strafed by air-attack. Most vehicles, particularly the Panzers, struck off across country to escape the chaos and continued their unopposed dash.

In Tenth Army, armour of formidable size and anger made a number of deep penetrating thrusts. Only on the roads did the traffic slow; the deep dust billowing above the columns, choking men and horses, and sifting into motors. All along Reichenau’s front unceasing attacks embraced the dwindling enemy lines. For striking power the Tenth Army relied on its tremendous superiority in tanks and artillery. By 6 September Reichenau boasted that his front stretched south from Lodz to within sixty miles north of Krakow. His armoured dash was now threatening the capital. He had beaten off heavy counter-attacks against his northern flank with his Panzer divisions, smashed the Polish 29th Infantry Division, and captured the commander of Poland’s reserve. By evening he had bypassed the Lodz Army on his northern flank and virtually enveloped the Krakow Army at Radom on his southern flank. Reichenau was now ordered to destroy the Polish forces at Radom, an operation that would cause delay in the advance on the Vistula, especially since von Rundstedt decided to detach two of Tenth Army’s XI and XVI Corps to Eighth Army on Reichenau’s left flank.

By 7 September Reinhardt’s 4th Panzer Division had finally brought it to the main road to Warsaw. Within hours of this engagement reports reached Rundstedt’s headquarters that leading parts of the division were now no less than 20 miles from the suburbs of the capital.

During early evening on 8 September a few miles south-west of Warsaw’s Ochota suburb, Polish outposts identified enemy tanks and infantry. Before reports of the sighting had time to be relayed back, Panzers supported by artillery began a number of close-quarter attacks. Though the fire power showed no evidence of a fully equipped motorised division, the bombardment on the suburb was no less impressive. The forces making the first attacks on Warsaw were advanced elements of Reinhardt’s 4th Panzer Division. By the time advanced elements of Reinhardt’s force arrived at the most southern western edge of the city the inhabitants had already prepared themselves for a prolonged defence. The defence of Warsaw mainly consisted of anti-tank and flak batteries, including anti-tank trenches and barricades, with some buildings left to soldiers to construct fortified positions. The barricades were built with a multitude of crude objects consisting of tram cars, furniture and timber that had been hastily erected across the main roads leading into the centre.

Reinhardt’s first assault on Ochota had been immediately repulsed by a heavy unrelenting screen of enemy artillery fire. Dozens of Panzers attempting to storm the suburbs were engulfed in a sheet of flames, severely limiting further tank strikes. Polish resistance in the area had become so stubborn that Reinhardt reluctantly aborted his attack. Later that evening a dispirited Reinhardt reported to von Rundstedt that, ‘After heavy losses, my attack on the city has to be discontinued. Unexpectedly sharp resistance, by the enemy, with all weapons, had reduced a single armoured division, by only four infantry battalions a quite insufficient force to obtain a decisive outcome’. Altogether Reinhardt lost 57 out of 120 Panzers engaged. Apart from illustrating the vulnerability of tanks on their own in urbanised areas, it also showed that the Poles were not prepared to surrender their capital at the first sight of the enemy. It seemed the capture of Warsaw was going to be a long drawn out blood-thirsty battle of attrition.

Although Reinhardt’s Panzer division spent the rest of the night counting the cost of its attack, by next morning on 9 September encouraging reports confirmed that the German Army were now beginning to arrive on the west bank of the Vistula. The Poles had not even had time to build a defence barrier along the river, let alone a close-meshed network of field fortifications which had been the intended plan. Before the Vistula the Germans committed their main forces in marginal, wholly unspectacular clearing operations, preparing to the front between the Vistula and Bug. There was never any doubt in the minds of both von Bock and Rundstedt that in the immediate days that followed the vital strategic ground would lie between these two rivers. Here for the Germans glittered the opportunity that would lead them to victory. As for the Poles, they fought on without any rational prospect of success. They were now preoccupied with the struggle to keep on resisting, to build a defensive line along the major rivers and keep hopes alive in the only theatre of the war where Germany felt threatened – the western powers of France and Great Britain. But already, well over 200,000 Polish troops had been captured, killed or injured. With the deteriorating shortages of ammunition and weapons wholesale collapses continued to result in mass surrenders of units, which were swamped by the German spearhead. Many divisions had simply disintegrated, leaving scattered bands of demoralised stragglers roaming the countryside without equipment or leadership.

In the north of the country, however, there were still large parts of the Pomorze and Poznan armies that had been undefeated. The German Fourth Army had simply bypassed them in their furious drive east. Now the Pomorze and Poznan armies took advantage of the situation and hastily joined together into one army commanded by General Kutrzeba. In an attempt to try and crush the onrushing enemy before Warsaw Kutrzeba’s army prepared to mount a series of surprise attacks from the Bzura River where they were now situated and strike German forces moving up from the city of Lodz, which had previously fallen.

Polish cavalry brigade “Wielkopolska” during the battle of Brura.

Battle of Bzura

On 9 September as four German infantry divisions from Eighth Army pushed along the Bzura attacking towards Lowicz, strong Polish formations from what was now called General Kutrzeba’s Army moved across from the Poznan province and advance south on the weak German northern flank. General Ulex’s X Corps, which had been following the greater part of Eighth Army’s thrust on Warsaw and the Vistula, were reported to be advancing steadily along the Bzura. At first light and unknown to X Corps or even to reconnaissance patrols, Kutrzeba saw his chance and made a surprise attack southwards against General Briesen’s 30th Infantry Division, and parts of the 4th and 16th Infantry Divisions. In a desperate attempt to keep casualties to a minimum, the 30th Infantry Division crossed the river to the southern bank where it intended to prepare a counterattack. Throughout the day German troops frantically began digging in to beat off the enemy, but found it difficult to stave off the Polish attack. German troops were already beginning to flee across open fields heavily infested with well armed enemy troops. By late afternoon it was reported that most of the German divisional NCOs and officers were already dead or wounded. During the thick of battle, Ulex anxiously telephoned General Blaskowitz field-headquarters appealing for help. Immediately Blaskowitz ordered Eighth Army to halt its rapid advance on the Vistula and Warsaw, swing-round and repair the damage to its rear caused by Kutrzeba’s force. Von Rundstedt decided to withdraw elements of Tenth Army from the besieged capital and move it to the Bzura to strengthen the ravaged Eighth. As Reichenau’s infantry divisions swung west, in Warsaw resistance intensified. It seemed as though the Poles defending the city had heard by word of mouth the successful gains on the Bzura. In a fierce effort to annihilate the capital’s defenders Reinhardt’s Panzers resumed a number of heavy close-quarter attacks, but by early evening it once again failed to crush the strong Polish defences. Even the use of heavy close coordinated air-strikes did nothing to weaken the city’s ability to holdout. To make matters worse by early evening Reinhardt received a reconnaissance report that large enemy formations were advancing along the east-west road between the town of Sochaczew and Warsaw. But what the message did not explain, and in fact what was not known at the time, was that the enemy force was made up from large parts of the Poznan and Pomorze armies under the command of General Kutrzeba. The only obstacle between this strong Polish force and Warsaw was Reinhardt’s division. The bulk of Reinhardt’s units were already deployed eastwest of the capital. Neither the 4th or Schmidt’s powerful 1st Panzer Division were in physical contact with the other to meet the developing threat. To protect the armoured force from complete destruction Reinhardt immediately ordered his division to face back-to-back, east and west, and then proceed to contact General Hoepner’s command post, asking for urgent assistance. Hoepner wasted no time and called up Hitler’s foremost fighting machine the SS-Leibstandarte Panzer regiments, which were immediately launched into an infantry attack in the west sector of the suburb. At the same time Reinhardt directed his 5th Panzer Brigade northwards to cut the Modlin to Warsaw road, where it was believed that Polish units were punching a hole through an unguarded sector north of the city. The remaining units of his group facing the capital were ordered to stem further Polish attacks out of Warsaw, while the remainder of the units facing west were ordered to dig-in and hold its positions.

Approaching in the swirling dust from the west, determined to reach the capital at all costs, came infantry divisions from General Kutrzeba’s Army. To meet this developing threat, the 103rd SS-Leibstandarte artillery regiment was quickly employed along the Warsaw to Sochaczew road. What followed was a bloodthirsty contact that was fought doggedly and methodically in and around the battered town of Sochaczew.

The sheer scale of the battle of the Bzura was now beginning to unfold. By 10 September it was estimated that nearly thirty German and Polish divisions, including some 400,000 men were being drawn to the area. The High Command of the Army, OKH (Oberkommando des Heeres) estimated there to be at least a quarter of the Polish Army already embroiled in the region. But the cost to the Poles was high. Along the Bzura near Sochaczew the conflict had revealed the horror and devastation. Columns of dead civilians, troops, cattle and horses which had perished during intensive and prolonged attacks by the army and units of the SSLeibstandarte, laid tangled inside ditches and clearings along the road leading to Warsaw. Refugees, which had been withdrawing under the protection of the Polish Army, were caught in the hurricane of fire and gunned down. The majority of dismembered human remains and their belongings were gathered in piles on both sides of the road. But still the Poles continued to fight on.

Elsewhere, Army Group South had achieved notable success. In the region around the city of Radom, where intensive fighting had been raging for a number of days, General Schwedler’s IV Corps, General Wietersheim’s XIV Corps, and General Hoth’s XV Corps, had been fighting against elements of the Lodz Army, now called General Rommel Group (not to be confused with the German General, Erwin Rommel), another newly created army, the Lublin Army, and parts of the Krakow Army, had encircled these badly depleted Polish forces, which yielded some 60,000 prisoners.

Further east advanced German units from the Tenth Army successfully reached the Vistula, whilst simultaneously List’s army were arriving on the bank of the San River. In the north both the Fourth and Third armies made a series of combined attacks across the Narew, reaching parts of the Bug River, which were heavily fortified. As for the Polish Army it had been vanquished. Most of its 35 divisions had either been destroyed or caught in a vast pincer movement that closed around Warsaw. The German objective was now to crush what was left of the dazed and disorganised Polish units, and destroy them, completing a second much deeper envelopment aimed at the Bug, 100-miles east of Warsaw. The plan was for Army Group North to spearhead further east and for the Fourth Army to occupy the city of Brzesc, which was situated on the Bug. Fourteenth Army was to continue its drive north between the San and Bug and link up with Army Group North.


On 12 September the dispirited and confused commander-in-chief of the Polish Army, Marshal Rydz-Smigly, ordered the general withdrawal of the entire Polish Army, which was now divided into the Polish Northern, Central and Southern Groups. These exhausted and dishevelled soldiers were now to retreat to the most south-eastern parts of the country and attempt to hold positions until the launching of a French offensive that was expected in six days. Their retreat had not degenerated into panic flight. It was a kind of stubborn retreat. Villages and towns in the objective area were strongly held by a mixture of Polish troops and partisans. German infantry sometimes had to batter their way through street by street against heavily motivated enemy soldiers. On occasions the fighting was so close and fierce it often became impossible to distinguish friend from foe. At times this stiff opposition and the continuous nature of the fighting made many German troops hard-pressed to continue what they saw as their ‘legendry march’. To make matters worse brutal guerrilla warfare had broken out in many places and nervous German soldiers were unable to deal with the problem without overreacting. If shots were fired at them from a village in bandit country, houses were torched, villages were razed, and the inhabitants, innocent as well as guilty, found themselves facing firing squads. Just as serious were the numerous occurrences of surrendered Polish soldiers in uniform being shot by regular German soldiers. However, more sinister activities were already generating fear and terror in the rear areas of Poland. Behind the military arm of the SS-VT (later Waffen-SS) and the German Army, lurked the SS Death Head groups or Totenkopfverbande under the notorious command of Theodor Eicke. Three regiments had been deployed, SS Oberbayern, Brandenburg, and Thuringen. Eicke’s men quickly gained a reputation, and in a matter of days began eradicating by means of torturing and killing Poles which were regarded hostile to the Reich.

The German Army were fully aware of the systematic campaign of slaughter in the rear areas. Regular soldiers and commanders that had not been involved in these actions became increasingly uneasy and concerned. A number of them actually complained bitterly to their superiors, but nothing was done to stop the killing. As a direct result the German army’s reputation, along with parts of the military arm of the SS, had been severely damaged by the Death Heads and later the five SS Einsatzgruppen (Task Force).

Whilst Eicke’s Death Heads and the SS Einsatzgruppen roamed Poland killing, murdering and pillaging, the German Army continued driving east using devastating blitzkrieg tactics to gain rapid supremacy on the battlefield. By 15 September German forces had reached the cities of Brzesc and Lwow. During the days that followed both these cities and the area around the Bzura became the key strategic focal point of destroying the last remnants of the main Polish Army. In addition, attention was devoted to the capture of Warsaw, which had been declared by the Poles as a fortress.

On the Bzura Kutrzeba’s army constantly threatened to break out of what was now known as the Kutno Pocket to the north, but were barely able to maintain cohesion against stiff German attacks. East of the pocket, soldiers from General von Weichs XIII Corps made fierce retaliatory attacks against enemy positions defending the town of Kutno. Following a day of strong German battery-fire, accompanied by overwhelming infantry charges, a number of street battles broke out and the town finally capitulated on the 16 September. Elsewhere on the Bzura Kutrzeba’s army continued its death agony to make one last attempt to smash its way through enemy lines and reach the fortifications at Modlin or Warsaw.

Inside the Polish capital General Rommel’s Polish Army, which had been given the task of organising the defence of the city, still stood resolute. General Blaskowitz who had taken charge of seizing the capital, remarked blatantly about the Poles stubbornness to capitulate: ‘What shocked the most hardened soldier was how at the instigation of their military leaders a misguided population, completely ignorant of the effect of modern weapons, could contribute to the destruction of their capital’.

Hitler was so eager to see Warsaw surrender he even made a special visit to the front line around the city on 16 September. On board Hitler’s special headquarters train, the ‘Führersonderzug’, the Führer had been plaguing his Generals for days, asking them incessantly when ‘Fortress Warsaw’ would fall. To keep casualties down to a bare minimum his staff favoured starving the city into submission, but Hitler wanted the capital taken as quickly as possible. Already his new found allies, Russia, were preparing to invade Poland from the East. In his secret non-aggression pact with Stalin in August 1939 they had drawn up plans to carve up Poland between themselves. Because of the establishment of the Vistula as a demarcation line with Russia, Hitler wanted the capital captured without delay and insisted on sending the Poles an ultimatum. Later that afternoon several hundred tons of leaflets were dropped from twelve Heinkel bombers, advising the civilian population to leave by two specified roads within two hours. The Poles, however, refused outright, preferring to fight on than agree to Hitler’s terms.

The next day on 17 September while German forces around Warsaw confined its attacks by using a combination of artillery bombardments and air raids, news reached von Bock and Rundstedt that the Polish frontier in the east along its whole length from Latvia in the north down to Rumania in the south had been attacked by the Russian Army. The Russian invasion was swift and almost immediately its forces began taking out scatted pockets of Polish resistance that consisted mainly of detachments of the Frontier Defence Corps or KOP. In the towns and villages bordering the Russian frontier, frightened and bewildered Poles dazed by the invasion stared in amazement from their windows and doorways. The invasion had come as a complete surprise. Because most of the Polish Army had either been routed or destroyed those defending in the east were hopelessly out-numbered and out-gunned. The situation for the Polish Army was now even grimmer. For them the final blow had been unwittingly delivered.

At last Hitler, the warlord, who described himself as the ‘first soldier of the Reich’, had achieved his plan – the wholesale destruction of Poland. His war in the east was almost complete. The German Army had recaptured Danzig; the former lands of Poznan and Silesia, the Wehrmacht were annihilating the last pockets of resistance, and its Russian allies were occupying the eastern territories that Hitler did not require. Both Germany and Russia were now accomplices in wiping ancient Poland off the map.

As the Russians thundered west, Guderian’s XIX Corps, which had raced south towards Brzesc on the Bug finally made contact with General von Kleist’s XXII of the German Southern Group. Virtually the whole Polish Army, or what remained of it, was now trapped inside a gigantic double pincer. The besieged city of Brzesc, which the Poles had defended at terrible cost, finally capitulated and Guderian established his headquarters in the city. In the south, infantry and Panzer divisions from List’s Fourteenth Army encircled the heavily fortified garrison defending the city of Lwow on the San.

Elsewhere, west of the Vistula and San, the Wehrmacht were mopping up pockets of resistance by-passed during the great dash for the rivers. Around Warsaw, infantry divisions from Third, Eighth and Tenth armies were able to impose a decisive block on the cities perimeter and prevent the bulk of enemy forces escaping into the besieged capital. On the Bzura the town of Kutno fell with the capture of 40,000 Poles. Despite stiffening superiority and unrelenting fire power, the remains of Kutrzeba’s encircled army continued to fight for the death, doomed in the fiery cauldron that the Bzura had become. The resilience and the chivalry shown by the Poles on the Bzura had caused genuine surprise among the German troops, even amongst some of the most irrepressible SS soldiers.

By 18 September, besieged by an ever increasing flow of infantry and tanks from the bulk of Tenth Army, massive parts of Kutzeba’s force finally laid down its arms. General Hoepner’s 1st and 4th Panzer Divisions had captured a staggering 80,000 prisoners and a large amount of battlefield booty. In other parts of the pocket a number of divisions from Blaskowitz Eighth Army eliminated the last remnants of resistance in the area. In all some 90,000 troops, 320 guns, 130 aircraft, and an enormous amount of equipment were captured by Blaskowitz army. German soldiers were completely stunned by the weight of the blow which had hit the Bzura region. Following nine gruelling days of combat the battlefield had become wrought with death and destruction. Both banks of the river were covered with the dead and carnage of war. Never before had these young German soldiers seen so much catastrophe. Many of them could not help but to gaze at the scarred Bzura skyline, virtually all the familiar landmarks were almost unrecognisable.

The battle of the Bzura resulted in the total destruction of nearly a quarter of the Polish Army. It was the only major Polish counter-offensive of the campaign and the largest single action, involving over fifteen German divisions, including two of the most powerful Panzer divisions, and three light divisions, against some nine Polish infantry divisions and two cavalry brigades.

The German march through Poland had taken no more than eighteen days to achieve. By this time the Germans had moreover swept every Polish division clean off the map, brought thundering Panzer divisions to the very far corners of eastern Poland and outflanked and outmanoeuvred its opponents with skill, verging on brilliance. The days that followed consisted of a series of actions against the last remnants of the Polish Army.

The Soviet Counteroffensive in the South 1942

Hitler recognized the threat to the German forces on the long Don front. In fact, he showed more awareness of the problem than either OKH Chief-of-Staff’s Franz Halder or Kurt Zeitzler had. Since mid-August, he had spoken several times of the threat of a major attack across the Don on Rostov, through which ran the lines of communication not only for the Sixth and Fourth Panzer Armies but also Army Group A. Given his fixation on taking Stalingrad, however, he would not allow, much less order, a preemptive retirement from the Don-Volga salient that would allow redistributing the German forces to provide a firm defensive front.

The Germans anticipated a much smaller, less well conducted, less ambitious, and later offensive than the one they confronted. By mid-October, the movement of Soviet troops to the Don front opposite the Third Romanian Army had been reported, but thanks to Soviet security precautions, air reconnaissance could not confirm the account. Hitler nevertheless ordered some Luftwaffe field divisions to back up the Axis allies, a characteristically disastrous idea of Göring’s, designed to avoid transferring men from his overstrength service to the army. Army Group B—saddled with the impossible burden of controlling seven armies, four of which were not German—tried to increase the strength of the German “bolsters” and backed up the Romanians in other ways. It also attempted radio deception measures to try and convince the Soviets that the Don front was stronger than it really was.

Foreign Armies East (German military intelligence) gradually came to admit that an attack was imminent but believed that it would be a limited, local effort. It estimated that the Soviets were capable of launching only one major offensive aimed at Army Group Center. For many years after the war, the Soviets successfully hid that their primary aim in 1942 had not been to trap the Germans at Stalingrad but to destroy the German Ninth Army in the Rzhev salient and, if possible, drive as far west as Smolensk. Foreign Armies East, however, not only underestimated the Soviets’ overall strength and assumed that any attack on the Don front would only be secondary but also thought that it would take place only after the expected offensive against Army Group Center.

Hitler was not so sure. On November 2, he ordered that the bridges the Soviets were building to their long-standing bridgeheads on the Don’s right bank be bombed. On November 3 he ordered the Sixth Panzer Division and two infantry divisions sent from western Europe to take up reserve positions behind the Romanians and Italians. They were still en route when the Soviets struck. Hitler did not expect the Soviets to attack as early as they did. Foreign Armies East slowly and reluctantly increased its estimate of the threat. On November 12, it predicted an attack on the Third Romanian Army but believed that it would be merely a “salient cut” designed to sever the railroad to Stalingrad and force the Germans to leave the city and not be part of a double envelopment to trap them.

The Soviet buildup had been far more massive than the Germans supposed. A huge force was assembled under the Southwest, Don, and Stalingrad Fronts: 1,050,000 men, 900 tanks, 13,500 guns (not counting antiaircraft guns or 50mm infantry mortars), and 1,114 planes. They outnumbered the German and Romanian forces at least two to one in planes, tanks, guns, and men and far more in the attack sectors. On November 19, the Soviets struck, coordinating tanks, infantry, and artillery far more smoothly than the Germans had seen before. Along most of the front, the Soviets hit the thinly spread, poorly armed Romanian Third and Fourth Armies, which had weak artillery and few effective antitank weapons. The Third Army was supported only by a German close-support group that comprised a Panzergrenadier battalion, an antitank company, and a few heavy artillery pieces. Many Romanians fled after the preliminary bombardment, even before the Soviet tanks and infantry advanced. The only reserve nearby, XLVIII Panzer Corps, consisted of two weak divisions—the Twenty-second Panzer Division and the First Romanian Armored Division (the latter had only obsolete Czech tanks.) Worse, many of their tanks were immobilized after mice had eaten their electrical insulation.

On November 23, the Soviet spearheads met in the Axis rear, cutting the Sixth Army’s supply line and line of retreat. On the one hand, the Soviets vastly underestimated their success. They thought that they had trapped a force of 85,000-95,000 men; instead, more than 250,000 men were caught. On the other hand, the Soviets overestimated the mobility and striking power of the encircled German units.

Hitler realized the situation was serious. On November 20, he ordered the immediate formation of Army Group Don to take over the threatened portion of Army Group B’s front. Instead of awarding command to Antonescu, Field Marshal Erich von Manstein took command, and his Eleventh Army headquarters, pieced out with some German-Romanian liaison staffs, supplied his headquarters staff. Manstein was Hitler’s best general but not his favorite. He was an icy Junker, whose personality and social class did not appeal to the führer; and—worse—Hitler was almost certainly aware that the field marshal’s great-grandfather was Jewish. He was respected but not liked by men of his own background. Nevertheless, Manstein, who had played the central role in devising the plan that had brought victory in the west in 1940, also played a central role in greatly prolonging the life of Hitler’s empire.

But it took nearly a week for Manstein’s command apparatus to move from the Leningrad area (where it had been stymied in an attempt to take the city) to the south. The following day, Hitler finally appointed a commander for Army Group A, Field Marshal Ewald von Kleist, who had commanded First Panzer Army. He and Manstein would be fired on the same day in March 1944. Meanwhile, Hitler rejected having the Sixth Army retreat, regardless of the danger of a “temporary” encirclement in its present position. Field Marshal Maximilian von Weichs and Sixth Army CO Gen. Friedrich Paulus concluded on November 23 that the Sixth Army must break out quickly. Luftwaffe South CO Field Marshal Wolfram von Richthofen concurred. He stressed that the army could not be supplied by air. Weichs specifically declared that the Luftwaffe could not provide even a tenth of the Sixth Army’s needs. Zeitzler backed their assertions. Some evidence indicates that Hitler briefly wavered and nearly authorized a breakout, but the pandering of the OKW generals Keitel and Jodl undermined any reconsideration on his part. Further, the Luftwaffe chief of staff Gen. Hans Jeschonnek appears to have assured Hitler on November 20 that Stalingrad could be adequately supplied by air if and when it was cut off, although he may have meant to refer to only a temporarily brief encirclement. Worse, Göring backed Jeschonnek without any qualifications whatever. When the conscience-stricken Luftwaffe chief of staff realized that he had blundered in his assurances, Göring forbade him to warn Hitler. He even stopped Jeschonnek from pointing out that the Luftwaffe’s standard 250- and 1,000-kilogram air supply containers were named after the size of the bombs they replaced, not the weight of their own contents, and that they carried only two-thirds of the weight of those bombs.

Manstein also undermined the united front of the ground commanders. Reaching south Russia on November 24, he disagreed with Weichs’s pessimism. Apparently arrogantly confident in his own ability, he may have actually believed that he could relieve the Sixth Army while it remained in place and could restore the front completely; however, he soon became more realistic, especially after conferring with Richthofen. Man-stein rejected an immediate breakout, though, in favor of a relief operation to start in early December. His decision played straight into Hitler’s hands, and the latter fixedly determined that the Sixth Army should stay in place for relief.

Writer Alan Clark suggested an alternative interpretation: the field marshal had privately concluded that Hitler would not allow an immediate breakout in any case, but in the context of a planned relief effort, a breakout might be arranged later. Moreover, Manstein may have actually recognized, as his colleagues did not, that an early breakout attempt would probably lead to disaster. It was not simply the Sixth Army but the whole German southern front—particularly Army Group A, out on a limb in the Caucasus—that was at stake. Further, the Soviet ring around the Sixth Army was so tight, and Sixth Army was in such bad shape, that an immediate breakout attempt would probably lead to its being largely destroyed. Even if part of the panzer and motorized elements reached the German lines, that would not compensate for releasing the besieging Soviet forces, which would quickly finish off the German southern wing. The Sixth Army must stay at Stalingrad to pin down the Soviets, even at the grave risk of total destruction. Its only hope was to hold out as long as possible so that an orderly relief effort and breakout might be prepared. If Manstein thought this way at the time, however, he never directly admitted it, although he alluded to these ideas in his memoir. Such an admission would have been unpopular in postwar Germany, where Stalingrad had become an emotional symbol and many were anxious to heap all responsibility for the destruction of the Sixth Army on Hitler alone.

The chance of a successful early breakout in November 1942 was slight. The Sixth Army’s supply situation had been so dire even before the Soviets attacked that it hardly could have stayed on the Volga during the winter. Living a hand-to-mouth existence at the end of its long supply line, it had hardly any fuel on hand and not enough to support a desperate effort to crash through the Soviet ring. Paulus’s vacillations, and his submission to Hitler’s will despite the urging of several subordinates, suggest that he realized this situation.

Fortunately for the Germans, the Soviets cautiously concentrated an overwhelming portion of their forces on insuring against the overestimated threat of a breakout. They were determined to destroy the encircled German force, whatever prizes beckoned elsewhere, and did not exploit the Stalingrad breakthrough to the southwest as much as they might have. The Germans were able to form a defensive front west of the Don on the Chir River while preparing a relief effort. Manstein thought that the Soviets, by better coordinating their forces, could have smashed the Chir front.

Meanwhile, the Soviets readied a second major offensive in the south. In Operation Saturn the Southwest and Voronezh Fronts would attack the Italians. In its original form, the plan was to encircle the Italian Army and the whole Army Group Don, reach Rostov, and cut off Army Group A.

In the meantime, the Germans’ airlift and relief attempt for Stalingrad failed. Richthofen, saddled with the responsibility for the air supply effort, calculated that delivering the estimated absolute minimum of 300 tons of supplies a day—although the Sixth Army really needed 500 tons daily— required 150 Junkers 52 transports landing in Stalingrad each day. But because bad weather would often prevent all operations and many planes would not be working at any given time, he really needed 800. The whole Luftwaffe had only 750 Junkers 52s and half of them were in the Mediterranean. Using some civilian airliners and converting some bombers and long-range reconnaissance planes enabled Richthofen to assemble a fleet of 500 planes; however, many were unsuitable for the job. Moreover, Stalingrad had only one fully equipped airfield, with five more barely usable landing strips. The terrible weather and Soviet fighters took a steady toll on the transports. Some space was wasted on unnecessary supplies, and the airlift never approached the minimum level of deliveries needed.

The relief effort by LVII Panzer Corps was seriously delayed from an original starting date of December 8 to December 11, and it was never strong enough on the ground or had sufficient air support. Two of the three panzer divisions allotted to it were weak. Manstein decided that an attack across the Chir, the point nearest the Sixth Army, was too obvious, so the Germans launched the attack from south of the Don. It took the Soviets by surprise, but it meant that the panzers had a longer way to go. A huge truck convoy hauling 3,000 tons of supplies and some tractors slated to pull Sixth Army’s otherwise immobilized artillery trailed the panzers. The attack made slow progress. It reached the Myshkova River thirty-five miles from the pocket and stuck. Only Soviet over-caution may have prevented its envelopment and destruction.

Hitler still refused to let the Sixth Army break out if that meant giving up its position. Paulus again refused to act without Hitler’s authority, and the Sixth Army was perhaps too weak to strike out successfully. When the Soviets pushed the relief force back, the Sixth Army was doomed.

Despite its failure, the relief attempt—along with the disastrous misfire of the Soviets’ Mars offensive against Army Group Center (begun November 25, it petered out in early December after the Red Army suffered enormous losses)—may have led the Soviet command on December 13 to curtail its plans for the next offensive in the south. Operation Saturn was scaled down to Little Saturn and involved a shallower envelopment whose pincers would meet well north of the Black Sea coast. Rostov would have to be reached in two bites, not one. The offensive began on December 16 and crashed through the Italians, who were supported only by one German infantry division, two battalions from another, and a weak panzer division in reserve. The Soviets failed to break through the sector to the south, but the Germans’ situation was soon desperate. The forward fields for the airlift were overrun, and it became obvious that the issue was now how to get the German forces out of the Caucasus before they were isolated.

Had the Soviets reached Rostov or the coast further west, the early defeat of Germany would have been likely. On December 28, Hitler, barely in time, allowed a (gradual) withdrawal from the Caucasus. He insisted, however, that part of Army Group A fall back into a bridgehead on the Kuban Peninsula, and from there, he hoped, a new offensive against the Caucasus oil fields would be launched in 1943. By then, the Soviets planned Operation Don, or a bigger Saturn—involving the South Front (the renamed Stalingrad Front), Southwest Front, and Transcaucasus Front—to reach Rostov and trap the Fourth Panzer Army and Army Group A.

The Germans were helped by the fact that the Stalingrad garrison continued to pin down considerable Soviet forces, and the Soviets insisted on attacking into the perimeter. The Sixth Army did not surrender completely until February 2. Only a few thousand men survived to return to Germany.

Meanwhile, Manstein directed a skillful retreat and delaying action. In a great “castling movement,” as his aide described it, the First Panzer Army fell back behind the Fourth Panzer Army and was switched around to face north and northwest. He was hampered not only by Army Group A’s late start but also by the sluggishness of its commander Kleist. The Germans blocked multiple threats to the Rostov bottleneck through which they had to retreat. In the last stages, the route was so crowded that some German units marched over the frozen Sea of Azov instead of lining up to cross the Don bridges at Rostov. The Germans fell back to the line of the Mius River in the south while the Voronezh Front, supported by Bryansk and Southwest Fronts, attacked the remaining parts of Army Group B’s front on the northern Don—the Hungarian Second Army and the German Second Army—on January 14. The Soviets tore a 200-mile wide gap in the front and retook Kharkov and the Donetz industrial area. They then advanced steadily toward the Dnieper crossings and the isthmus to the Crimea.

The Soviets, however, were too widespread, exhausted, and at the end of a lengthy supply line. Manstein, meanwhile, had skillfully assembled strong forces on either side of the gap. On February 14, with effective support from Richthofen’s Luftflotte 4, Manstein launched a counteroffensive that smashed four Soviet armies, recaptured Kharkov, and by March 18, largely restored the line from which the German armies had departed in June 1942.

Nevertheless, the Germans in the east had been permanently lamed. The Sixth Army, or more than 250,000 men, had been lost, and with it four allied Axis armies.

The Stalingrad disaster was a particular shock to German morale. The Nazis had already noted, with disquiet, the public’s willingness for a compromise peace with Stalin (although some of the Nazis shared that inclination). For most of 1943, German morale was low. Paradoxically it recovered a bit after the Germans rode out Italy’s surrender without a spectacular disaster. The Axis allies proceeded to look for the exits. Mussolini already wanted a separate peace with the Soviets. Other Italians, Fascist or not, and all but a few people in the Axis satellites wanted peace with the West.

The Stalingrad-Caucasus campaign was the military turning point of the war in the east. Yet that campaign had had little, if any, chance of success in the first place. Even had the Germans taken the Caucasus oil fields intact, they would not have been able to ship their products back to Germany. The campaign itself demonstrated that German hopes had no foundation in logistics. As George Blau observed, the Germans’ problem of transporting supplies could only have been solved had they complemented the few railroad lines in southern Russia with a tremendous trucking and airlift effort. But the Germans lacked the necessary trucks, transport planes, and gasoline, and their repair facilities were inadequate. “From the outset, there was actually not the slightest hope that the supply services would be capable of keeping up with an advance to the Volga and beyond the Caucasus.” Thus Williamson Murray concluded that the 1942 campaigns in both Russia and the Mediterranean were the “last spasmodic advances of Nazi military power, there was no prospect of achieving a decisive strategic victory.”

Indeed, the Germans could not have held Stalingrad even had they captured it. The lack of supplies for the Sixth Army hopelessly prejudiced its chances for survival even if Hitler had been more reasonable about its withdrawal. That the Germans enjoyed such an initial success as they did was mainly owed to Soviet blunders in the spring.

Guderian in Poland I

Throughout a summer in which tension with Poland was stimulated by German agencies, Heinz Guderian and his staff were preoccupied with plans for major exercises in which the mechanised divisions were to be tested as never before, manoeuvres which demanded the initial stages of mobilisation. Crew training, however, was far from complete in every unit and while they had over 3,000 tanks with which to play, only 98 of them were Pz Ills and 211 Pz IVs, and therefore most were the light Pz Is and IIs. But the latest communication systems had arrived almost to scale and improvements had been made to the supply services. Then came a change that can hardly have been unexpected. On 22nd August Guderian was ordered to take command of the newly formed XIX Corps (with Nehring as Chief of Staff) at Gross-Born and, under the cover title of ‘Fortification Staff Pomerania’, build field fortifications along the frontier with Poland. Next day Hitler announced the signing of a non-aggression pact with Soviet Russia and ordered the Army to attack Poland on the 26th. Preparations would be incomplete and mobilisation only in the preparatory stages, but the mechanised units were ready: some had been fully mobilised since July.

Poland’s ability to defend herself depended mainly upon a fiery determination to preserve her newly won independence. Of modern weapons she had few – a mere 225 tanks, not all of them modern, and only 360 aircraft to set against Germany’s 1,250. For combat technique she relied upon the sort of linear defence and positional warfare by horse and foot armies which had been the fashion in 1920, and which still largely dictated the methods of her allies in the West – the French and the British. From them she could not expect speedy help since they would take weeks to mobilise the massed-style armies of a previous epoch; nor was she likely to assemble her own full strength of 45 divisions and 12 brigades in the short time permitted by the Germans. It was about to be revealed to an astonished world that, for special reasons, Poland never had a chance; that six Panzer Divisions and four Light Divisions aided by massive air intervention could achieve in a few days what the remaining 45 German cavalry and infantry formations might never have accomplished in weeks. As Professor Michael Howard has said, ‘The Germans were almost unique in 1939-40 in that they appreciated with the minimum of practical experience … the full implications which the new technological developments held for military science and embodied them in their equipment and their doctrine. I find it difficult, off hand, to think of a comparable example. Usually everybody starts even and everybody starts wrong.’ If Howard had substituted ‘Guderian and his adherents’ for ‘the Germans’ he would have been precisely accurate.

Ironically, though symbolically, Guderian was to be denied a part in the main initial armoured drive which was directed by Generaloberst Gerd on Rundstedt’s Army Group South (Chief of Staff, von Manstein) with two Panzer and three Light Divisions from Silesia towards Warsaw. In so-called good tank country Guderian’s old XVI Corps, commanded by General der Kavallerie Erich Hoepner, was told to lead the assault and was to make striking progress from the moment it was launched on 1 st September – the alteration from 26th August being enforced by diplomatic circumstances. Guderian’s XIX Corps, with its single panzer division – the 3rd – and its 2nd and 20th Motorised Divisions (which had no tanks was to be sent as the spearhead of Army Group North (Generaloberst Fedor von Bock) and Fourth Army (General der Artillerie Gunther von Kluge) against far tougher opposition on a potentially less lucrative mission into the strongly defended Polish Corridor where fortifications made good use of the delaying effect of two river obstacles – the Brahe and the Vistula. Yet it was the magnitude of an awkward task which gave Guderian, from the outset, the opportunity to demonstrate with a minimum of time for preparation, the versatility of his creation.

On the 24th – the eve of battle as he erroneously took it to be – he wrote a bracing letter to Gretel: ‘We have to keep our ears stiff and be prepared for strenuous work. I hope all will turn out well and also quickly … As regards the Western Powers it is not clear what they will do though surprises are not out of the question, but now we can bear that with fortitude. The whole situation has improved considerably and we can go to work full of confidence …’ – an approving reference to the Soviet Pact which he welcomed as a re-establishment of the bridge with Russia. He realised how her mother’s heart would be worried for their two sons, both of whom were in the Army and soon to receive their baptism of fire along with the Panzertruppe. But ‘Please be a brave soldier’s wife and, as so often before, an example to other people. We have drawn the lot to live in a warlike way and now have to put up with it’.

Nowhere does Guderian show remorse for the Poles. It would have been surprising had he done so. Poland was an excrescence to many Prussians, a nation which had come into being at the expense of the tribal homeland. Since 1918 they had posed a constant threat to Germany’s eastern frontier: Frontier Defence Force East had been as much concerned with checking depradations by the Poles as by the Bolsheviks. And Guderian was particularly pleased to play a part in recapturing the old family property. His letter to Gretel indicates how ‘… the old family estates, Gross-Klonia, Kulm now take on a special significance … Is it not strange that I especially have been commissioned to play this role’. But he cannot have had detailed knowledge of the briefing of the Commanders-in-Chief by Hitler on 22nd August, although no doubt he was aware that Brauchitsch had promised the Führer ‘a quick war’. So, likely though it is that he was informed through the usual flow of news circulating in higher military circles that the British and French might be intransigent, it is unlikely he heard then that Hitler had also pronounced on the 22nd: ‘I have ordered to the East my “Death Head Units” with the order to kill without pity or mercy all men, women and children of Polish race or language’. And even if he had known there was nothing much he, in his position, could have done about it, for the slide into degradation by the political and military forces under the Nazis had already been permitted to pass the point of no return. All the military could do now, apart from an act of outright revolution for which they were neither adjusted nor organised, was mitigate the worst ramifications of evil perpetrated by the monster they had permitted and, at times, welcomed into their midst. Those who have never suffered a situation similar to that in Germany in 1939 are entitled to maintain that the generals should have behaved differently, but they should also view the situation from the generals’ point of view – and ask themselves, too, how many Allied generals, faced with circumstances they did not approve – such as the Bomber Offensive against civilians – made a worthwhile protest?

Predictably Guderian decided that XIX Corps’ main effort should be made by 3rd Panzer Division along his right flank where a deep penetration would benefit from the protection provided by two streams running parallel with the division’s boundaries. That way, too, he would have the satisfaction of quickly capturing the family home of Gross-Klonia. The two motorised divisions were told to enter less promising territory: one rather feels that Guderian attached little importance to their role.

He travelled with the leading tanks of 3rd Panzer Division in one of the latest armoured command vehicles, equipped with radio that enabled speech to his main headquarters in the rear and such other formations as he needed. His account of the first day’s action in Panzer Leader embodies the full fury of the prejudices he had acquired through frustration in the past decade: his anger with the artillery when they fired into the morning mist against orders, bracketing his vehicle and frightening the driver into a ditch: his disgust when he arrived at the Brahe to find stalemate, a complete loss of impetus without a single senior commander in sight to re-inject momentum. In sight of the family home he was enraged to discover that the commander of 6th Panzer Regiment had halted because he thought the river too strongly defended, and that the divisional commander, Generalleutnant Geyr von Schweppenburg, was nowhere to be found. Geyr, by his account, had been called back to Army Group for consultation – a barely credible state of affairs when one realises that his division was entirely fresh to battle and demanding of personal leadership. It took the example set by a young tank commander, who had found a bridge that was undemolished, and by his own intervention in conjunction with the commander of 3rd Rifle Brigade, to get things moving again. Soon infantry, supported by tanks, were across the river at hardly any cost. The main casualty was Schweppenburg’s injured pride: his petulant protests were loudly to be heard, both then and in after years when he complained about Guderian’s interference. Schweppenburg, of course, was a disappointed man and jealous of Guderian, who had overtaken him in the race for promotion. Yet he had little cause for complaint at his treatment on 1st September if he was absent at the crucial moment of decision and had failed to implement his Corps commander’s orders.

Fear of Polish horsed cavalry on the part of his staff and by infantry officers bothered Guderian as he toured the battlefield in his endeavours to overcome the inhibiting fears of troops who were largely inexperienced and under fire for the first time. His disgust at a commander who felt compelled to withdraw at news of the presence of Polish cavalry makes entertaining reading: ‘When I regained the use of my voice I asked the divisional commander if he had ever heard of Pomeranian grenadiers being broken by hostile cavalry.’ There came an assurance that the positions would be held. And in due course it was his personal leadership in the van of the attack which sent the motorised infantry division into an attack towards Tuchel. This, the first twenty-four hours’ experience of combat, was vital to the future self-confidence of the panzer force. Guderian, by his untiring efforts in supervising the establishment of both a technique of command at the front and also his own reputation for fearlessness and undeniable authority, where the fighting was heaviest, made success a certainty. Even if a few senior officers were bruised and disgruntled, the rest of his officers and men were deeply appreciative. All were impressed. It is after 1st September that one begins to detect that look of frank adulation on the faces of soldiers when they were photographed talking to Guderian.

Resistance by the Poles was, in fact, disjointed but usually fierce. The charge by the Pomorska Cavalry Brigade against 3rd Panzer Division’s tanks was but one of many gallant but quite fruitless attempts to redeem disaster. Polish deployment had been wrecked by air attacks upon communication centres. German tanks were exploiting that disruption by almost unchecked advances, blazing away at those enemy columns they caught on the roads, helping infantry and engineers in their assaults upon fortifications, moving cross-country in sweeping, outflanking attacks whenever the natural line of advance was blocked. Always they were on the move and thoroughly self-sufficient within the organisation of the all-arms panzer division; only rarely were they very much assisted by bombing attacks because, primarily, the Luftwaffe was engaged against targets deep in the Polish rear and, secondly, the means of close liaison between ground and air forces was as yet in its infancy. This was not surprising: the Luftwaffe was only luke warm to direct support of the Army. The Air Field Manual No. 16 laid down that ‘The mission of the Luftwaffe is to serve this purpose [the defeat of the enemy military forces as part of a process of breaking the will of the enemy] by conducting air warfare as part of the overall pattern for the conduct of the war’. And Generalleutnant Wolfram von Richthofen, who had experimented with close air support of armies in Spain, and who, in due course, was to make his reputation as the commander of an air force which carried out the most effective and devastating operations by bombers in close support of Guderian’s panzer divisions, was an opponent of the dive-bomber. Such difficulties as 3rd Panzer Division suffered were much more the outcome of failures in equipment and organisation than the result of the enemy’s retaliation. The little Pz I tanks and also the Pz IIs were far too thinly armoured to withstand even the light Polish field artillery and anti-tank gun fire. It was only the handful of Pz III and IV tanks, most of them manned for the sake of experience by the Panzer Demonstration training units, which produced a rare advantage. Supply problems were hampering too. On 2nd September Polish counter-attacks, which cut 3rd Panzer in two on the eastern bank of the Brahe, might have been more quickly contained had the tanks not been stalled for lack of fuel – the supply columns being deprived of adequate orders to send them forward in time to replenish the tanks after the first day of battle. Each inadequacy and breakdown was noted and, whenever possible within existing resources, put right on the spot by Nehring and his staff at Corps HQ or by the divisional and lower staffs when there came a lull in the fighting after the collapse of Polish resistance in the Corridor on 5th September. The bearer of victory was Guderian’s Corps which had sealed off the major Polish formations and made it impossible for them to break the cordon. Thus armoured troops had done all that Guderian claimed for them – broken through in a direct assault, carried out a pursuit and held vital ground under enemy pressure – and they had done these things at that lightning pace which he insisted was essential.

Recounting the first day’s fighting in a letter to Gretel on 4th September he cheered at his successes, mourned the dead and gave credit to the foe. ‘Series losses occurred at Gross-Klonia where a tank company lost one officer, one officer cadet and eight men due to the sudden lifting of the morning mist [despite bombing, the Polish artillery often fought to the end]. At the decisive point I exerted myself personally with success in order to overcome a slight set-back. The 3rd Panzer Division was the first to reach its objective in the night. The others were unable to push back the hard-fighting Poles quite so quickly … though fighting in woodland area with, here and there, heavy losses. With the deployment of a further infantry division and after some crises in heavy fighting, we succeeded in encircling completely the opposing enemy in the woods north of Schwetz to the west. On the 4th the encirclement was tightened. Several thousand prisoners, light and heavy batteries and much material was captured … Lively small skirmishes will continue for a while in the large woods as many scattered troops are still roaming about. The troops fought brilliantly and are in an excellent frame of mind.’ Then followed the names of officers who had fallen and a mention of his delight at meeting their younger son, Kurt, at a point ‘from where one can see the towers of Kulm’, his own birthplace.

Already Gretel had caught the excitement of his mood and on the 5th she had written: ‘I know that my men are the best soldiers. May God send them back to me with Victory – that Germany may live and at last find peace … I am burning to know where and how your troops are victorious… I followed your hard work and strife: now may God give you undisputed success.’

A momentous occasion for Guderian was his opportunity on 5th September to conduct Hitler, Himmler and their entourage round the battlefield – the party shepherded along by an officer who had once commanded the 10th Jägers – Erwin Rommel, in his capacity as Commander of Hitler’s headquarters in the field. For the first time the Führer was given a partial insight into the essentials of modern war. Some of his illusions were shattered, but the educational process was superficial – as time would show. Yet there is vast significance in his question to Guderian concerning the sight of shattered Polish artillery: ‘Our dive-bombers did that?’ and Guderian’s emphatic and proud reply, ‘No! Our panzers!’ At that moment it was faintly born upon Hitler, along with Guderian’s announcement of a mere 150 dead in his entire Corps, that the truly dominant weapon on land might be the tank force. Up to then he had been enslaved by Göring’s claim for the omnipotence of air power. Now he was shown that tanks were an ubiquitous, life-saving weapon and that air-power had its limitations. And the rapid advance of the other armoured formations to the gates of Warsaw and through the mountains in the south told the same story, leaving nobody of balanced judgement in any doubt that, even in unfavourable territory, panzer divisions could make a decisive impression.

But the campaign, though won, was far from over. Next day XIX Corps was sent across the Vistula and transported through East Prussia, close to Bartenstein, to concentrate on the left wing of the German Army as it prepared to drive south towards Brest Litovsk. This provided an opportunity for the Corps Commander to relax while his staff did the donkey work, and it was part of Guderian’s make-up that he could do so – in style. On the night of the 6th he slept in the bed which once had been used by Napoleon in Finkenstein Castle: with amused vanity he relished the privilege. The following night, while his troops drove up for action, he went deer shooting and bagged a large twelve-pointer. Fortunate the staff which has such a trusting commander. Within a few hours he was planning again, receiving his orders from Bock and negotiating for alterations so that his Corps, now strengthened by the substitution of 10th Panzer Division for 2nd Motorised Division, should be left free to make full use of its immense striking power. The initial scheme put forward by OKH to von Bock’s Army Group North on the 4/5th September was anything but productive of wide-ranging, fast panzer attacks. XIX Corps was to be kept in close attendance of Third Army and held back at infantry speed. Moreover the fear of strong intervention by the French in the West (the fact that it had not yet taken place after the Anglo-French declaration of war on 3rd September was the cause of some amazement) deterred OKH from committing major forces too far east when it appreciated that, already, the Poles were broken. Incursions east of a line Ostrow Mazowiecka – Warsaw were forbidden. Bock, whose concept of mobile operations was acute, protested without avail long before Guderian was told of the restrictions and had the chance to add his own vehement objections to Bock on 8th September. But on the 8th it suddenly transpired that Army Group South had not, after all, captured Warsaw: nor had it crossed the Vistula as it had claimed. In fact, 4th Panzer Division had taken a hammering, with the loss of 57 out of 120 tanks, as it tried to break into the city, and there were signs of a major Polish counter-offensive opening along the River Bzura to the west. In these changed circumstances Bock now obtained permission to use XIX Corps to wider and better effect, bringing it under direct command on the left of Third Army and aiming it against Brest Litovsk, far to the east and rear of Warsaw. While Rundstedt and Manstein were preparing for a tactical envelopment on the Bzura, Guderian was given the opportunity he yearned for – a strategic envelopment from north to south with massed panzers.

Already XXI Corps had begun to push across the River Narew against the sternly resisting Polish Narew Group and was aided initially by the presence of 10th Panzer Division. But the moment that division was Withdrawn from command and switched to the left flank where XIX Corps was being pushed through by Guderian, the impetus of XXI Corps’ operations was lost. Here, as elsewhere, infantry unsupported by armour had a rough ride against a determined enemy – and this applied equally to 10th Panzer’s infantry regiment. Last-minute changes of plan also caused confusion in XIX Corps whose inexperienced troops as yet lacked a common method of operation. Moreover unsubstantiated reports by the leading troops, which claimed advances that had not yet taken place, gave a false impression and caused the operation to be launched in a haphazard manner. It was the same in 10th Panzer as it had been with 3rd Panzer on the first day: local commanders were too far to the rear to enable them to both understand and have control over the situation: operations ground to a halt for lack of leadership. While the tanks remained on the home bank of the river, awaiting ferries or the construction of a bridge, the infantry were held up, and not until 1800 hrs on the 9th were a sufficient number of tanks across to join the infantry in an attack which was immediately successful. Guderian was on the spot, urging on the attack and ordering the building of bridges that would carry the tanks next day.

Again there was confusion after he had left the front and returned to his main headquarters for the routine evening exchange of views and orders with Nehring. During the night the commander of 20th Motorised Division, which was under orders to cross the river on the right of 10th Panzer, demanded and received the bridges which Guderian intended for use by the tanks. Progress was made only slowly against extremely stiff resistance from the 18th Polish Infantry Division which had already given XXI Corps a rough handling and now was withdrawing southward. It was 20th Motorised Division’s turn to grapple with 18th Division while the two panzer divisions began their drive towards the River Bug. Immediately the dangers to unarmoured troops in maintaining a deep penetration were exposed. 20th Motorised Division called for help almost at once, and 10th Panzer had to be diverted to their assistance. Meanwhile 3rd Panzer Division, moving into the lead on the left flank, felt itself in danger from the remains of the Narew Group and the Podlaska Cavalry Brigade which lurked on the left flank and rear from the vicinity of Grodno and Bialystok. Guderian ignores this threat in Panzer Leader, but the War Diary (KTB) of XIX Corps does not make light of it. Nehring realised the threat and, moreover, on the night of the 10th/11th was prevented with Main Headquarters from joining Guderian because Polish troops had cut the road. Rightly Guderian admits to moving the headquarters prematurely over the Narew: there was no need since the radio sets were well within range of each other and a headquarter’s effectiveness is reduced each time it makes a move. Furthermore the perils of a roving commander in the forefront of the battle were enunciated at this moment of maximum Polish reaction. That day Guderian himself was cut off and had to be rescued by motor-cyclists, and on the 12th the commander of 2nd Motorised Division, travelling ahead of his formation on reversion to Guderian’s Command, was cut off for several hours by Polish troops. These were the penalties of over-confidence allied to a failure to realise that, within the confines of a grapple when the enemy was present in strength, the major portion of panzer divisions was every bit as vulnerable as other troops and that the comparative safety inherent in vast movement was nullified until conditions of untrammelled mobility had been created.

These conditions were fully satisfied on 13th September when 18th Polish Division surrendered. OKH now took advantage of XIX Corps’ location deep among the enemy in the east to make use of it as a flank guard to the rest of the forces to the westward, and began to reinforce it by XXI Corps against the threat of flank attack from the forests to the east. Complex traffic control problems immediately arose, not only those caused by XIX Corps’ immense train of motor vehicles pouring from north to south along the inadequate road system towards Brest Litovsk, but also in passing XXI Corps’ slower moving, horse drawn transport from west to east across the XIX Corps’ axis. It said much for the system of traffic control which had been devised before the war, and the understanding among the staff, that this operation was actuated with a minimum of confusion. XIX Corps ran free and arrived at Brest Litovsk on the 14th, with its two panzer divisions leading and the motorised divisions echeloned back as flank protection on either wing. Speed was the essence of victory: at Zabinka the sudden arrival of 3rd Panzer Division caught Polish tanks in the act of detraining and destroyed them.

Guderian in Poland II

German General Guderian and Russian General Krivoshein at Soviet-German parade in occupied Poland, Brest 1939.

The Polish garrison of Brest would not surrender and was well entrenched among the ancient fortifications. This provided yet another opportunity for Guderian to demonstrate his corps’ versatility with a full-scale direct assault that lacked none of the power associated with heavily supported infantry forces in the past. Tanks, artillery and infantry from 10th Panzer and 20th Motorised Divisions were thrown into a deliberate attack on the 16th while 3rd Panzer and 2nd Motorised Divisions continued their advance to the south in pursuit of the Corps’ mission. But if there was nothing to prevent a drive to the south, overcoming the defences of Brest was another matter. Resistance was fierce and accidentally stiffened when German artillery fire fell short among its own infantry. At this the infantry faltered and failed to follow close upon the heels of that part of a creeping barrage which was accurate. Next day the matter was settled, by mutual consent, the final German assault coinciding with a despairing Polish attempt to break out. This, as Guderian wrote, marked the end of the campaign. Isolated garrisons throughout the country would prolong the fight for the sake of honour, but the entry of Russian troops in eastern Poland eradicated any Polish hope there might have been of establishing a coherent defence in that region.

In the closing phases was heard the mutter of yet another storm to come. On 15th September Bock decided to split XIX Corps in two, sending half north-eastward towards Slonin and the rest south-eastward -a task which he estimated would take an infantry corps eight days to complete but which motorised troops could accomplish in a fraction of that time. To co-ordinate this operation with XXI Corps he introduced Kluge’s Fourth Army. Hotly Guderian protested to Kluge at the splitting of his corps. It offended the principle of concentration which was sacred to his philosophy of armoured warfare and it would also, as he forcefully pointed out, make command and control almost impossible. Events precluded the movements, but at this moment was born a mistrust of Kluge that was to distinguish his dealing with that officer (and Bock) over the next five years. Yet it was these two who recommended him for the award of the Knight’s Cross of the Iron Cross – an honour he deeply appreciated since ‘… it seemed to me to be primarily a vindication of my long struggle for the creation of the new armoured force’. It is equally likely that Bock and Kluge were motivated by immediate considerations and the reflected glory they would gather from Guderian’s accomplishment. For he – and they – could claim a 200-mile advance in ten days against tough opposition for losses which were lower, in proportion, than those of the other groups. Since September 1st XIX Corps had suffered only 650 killed and 1,586 wounded and missing – a mere 4 per cent of its strength. Tank losses for the entire Army were 217 and the number of dead 8,000, of whom the vast majority were in the infantry and only 1,500 in Army Group North.

There were matters which gave less cause for rejoicing in the aftermath. Guderian shared the soldiers’ disappointment that Hitler’s promise of an automatic withdrawal of opposition by the Western Powers once Poland was conquered, was not fulfilled, though he was hardly surprised. In his letter to Gretel on 4th September he had told her: Tn the meantime the political situation has developed in so far as a new world war is in the making. The whole affair will therefore last a long time and we must stiffen our necks’. Now they had to face an offensive campaign in the West at which they boggled and for which there was no plan. The redeployment of an army which had suffered heavy wear and tear in battle had to be swiftly implemented, initially as a defence measure against an expected French offensive which never came. At least half the tanks needed major workshop overhaul. In the haste of withdrawal from the sectors which were to be turned over to the Russians, some equipment had to be abandoned, but the bulk of the Army (Guderian included) was spared the horror of watching the SS units at their deadly work of extermination in that part of Poland which Germany retained. Heinz-Günther Guderian remained for two months, however, and records the ‘deplorable impression’ made by the Jewish ghettos in Warsaw and Lublin.

The campaign’s lessons should have been patently obvious, but although the Germans were avid in correcting relatively minor sins and omissions in their equipment, their methods and organisation, it was plain that the full meaning of their achievement in Poland eluded even their own commanders. At the heart of misunderstanding was a universal belief that the Poles never had a chance, that the might of Germany was certain to prevail against an inferior opponent – as well it might in course of time. Such a belief suited the adjusted arguments put forward by opposing factions. The panzer men claimed everything for themselves, as did some airmen. But whereas history tells us that the latter played an important role within the broadest concept of air power as an instrument of force, it also reminds us that only land forces seize ground. That was what the panzer troops did with such speed and effectiveness that Polish resistance never had a chance of adjusting itself to changed circumstances. It was upon the infantry that the higher German leadership, for a variety of reasons, heaped recrimination. It was said that they had failed to fight with the fervour of their forefathers and it could be inferred that, if the Army had gone to war with the horse and foot organisation Beck had preferred, execution of the campaign might have been so slow as to preclude a decision in time to pre-empt an irresistible offensive in the West. Hence it could be argued that, if Guderian had not engineered the panzer idea against the opposition of the majority, the war would not have been practicable. Few so argued, but Hitler had drawn his own conclusions.

As it was, Bock severely critised the performance of the infantry divisions (as part of an effort to restore their sense of purpose) coupled with a complaint that the artillery was immobile and far too slow in deploying its fire. Henceforward he demanded that the artillery must not delay the infantry and, moreover, should be capable of giving direct support from the front line. This was merely a reiteration of Guderian’s early arguments in favour of the tank. Manstein went further: tracked, motorised assault guns were required, he said. So it was that, as the inadequate Pz I tanks were gradually withdrawn from front-line service, they were rebuilt and fitted with larger guns of Czech origin, mounted, for limited traverse only, behind armour.

With none of these things could Guderian seriously quarrel, even though he resisted digressions from the turretted tank because they were, in his opinion, retrograde steps. He felt the tanks had stood up well against the Polish tanks – many of which were better armed than his own – and so he sought increases in the fire-power and armament of German tanks and expressed dissatisfaction with the standard of command at the lower levels. The Light Divisions, with their low tank content, had failed – as he expected they would – but with tank production reaching 125 per month and good Czech equipment becoming available it was now possible to up-grade these divisions to full panzer specifications. At the same time it was quite easy to resist a bizarre bid by the Cavalry to increase their establishment, even though horsed formations had amply demonstrated their terrible vulnerability in the late campaign. Yet the ‘Great Manoeuvres’ in Poland had not seriously altered the fundamental objections to all that Guderian stood for.

All Guderian could do was recommend. He was without direct power since the post of ‘Chief of Mobile Troops’ had been dissolved – unmourned – upon the outbreak of war when the representation of panzer interests had been transferred to the Commander of the Replacement Army – a somewhat anti-panzer officer called Generaloberst Fritz Fromm. In Guderian’s opinion the personalities who were made responsible for panzer matters were ‘not always in concert with the importance which the Panzer Command enjoys in modern war’. Nevertheless, if educated German military specialists were unwilling to come to terms with the changes which had been wrought upon the art of war as the result of Hitler’s ‘little war’ in Poland – and there is ample evidence in support of Guderian’s contention – an incredulous and ill-informed world was even less likely to do so. Though the major military powers, particularly Germany’s neighbours, realised that tanks and aircraft had played a vital role in the Polish debacle, they tended to minimise their effects on the grounds that this had been an unfair test against an impotent victim. Nothing such as had happened in Poland could possibly take place against France, it was argued. They would not long be left in doubt, if Hitler had his way, for Hitler was uplifted by success and this reinforcement of his self-confidence. He had seen the magic of his new weapons work: they were better than a bluff. No sooner had the dust from Poland settled than the Führer was giving the order, on 27th September, to prepare for an early invasion of Western Europe, a project which so alarmed some German officers, who rejected its feasibility let alone the attendant risk of really starting a Second World War, that they reactivated the project to assassinate Hitler. Among these dissidents were Hammerstein, Beck and a few civilians.

Guderian was not among the plotters – he might well have been the last they thought to invite – but he was far from content with the condition of Army affairs in addition to his worries about the state of the armoured forces. In October, at table, he had sensed what he took to be the Führer’s mood after the presentation of his Knight’s Cross. Seated upon Hitler’s right hand he gave a soldier’s reply to Hitler’s request for Guderian’s reactions when the Soviet Pact was announced in August; he said that it had given him a sense of security since it reduced the likelihood of a two-front war such as proved Germany’s undoing in the First World War. In Panzer Leader he expressed surprise that Hitler should look at him in amazement and displeasure, and says that only later did he come to understand Hitler’s intense hatred of Soviet Russia. It is possible that Guderian’s reply actually pleased the Führer, who had come to believe that most of his generals were whole-heartedly against the war and therefore against the Pact: it may have encouraged him to find one among the few who recognised the wisdom of his diplomacy and who did not flinch from fighting. But Guderian, unlike so many of his fellow professionals, had come to believe in Germany’s power to win battles and, in conversation, transmitted that conviction on the eve of the next round. For November 12th was the date chosen for the invasion of the West and the dissident generals had worked upon Brauchitsch and Haider to stand firm against what seemed, to them, a fatal step.

On November 5th Brauchitsch presented the case against invasion to Hitler, quoting the weather as a prime reason for postponement – an argument with which Guderian would have concurred because the mud produced by so much heavy rain would stop, or at least slow, the tanks. But Brauchitsch also threw doubt upon the fighting qualities of the infantry and this drove Hitler to fury. The Army Commander-in-Chief became a target for a vitriolic attack both upon his own integrity and that of the entire General Staff. At the height of his tirade, according to Goerlitz, he told Brauchitsch that he knew the generals were planning ‘something more than the offensive he had ordered’, an accidental shot in the dark which shook Brauchitsch to the roots. A thoroughly demoralised C-in-C went back to his Chief of Staff and tendered his resignation to Hitler. This, as Supreme Commander of the Wehrmacht, Hitler refused to accept. In much the same way, too, he brushed aside Keitel’s offer to resign when he detected the flight of his Führer’s confidence. Discipline was reasserted. The plot had to be called-off by the dissidents, of course. Not only did it seem possible that they were discovered, but neither Brauchitsch nor Haider were prepared to resist further, and without them there could be no progress. The postponement, on the 7th, of the offensive was almost incidental – the first of many deferments which were to recur at regular intervals throughout the winter.

On 23rd November Hitler felt provoked into reading his commanders a sharp lecture and left them in no doubt, as Guderian (who was there) put it, that, ‘The Luftwaffe generals, under the purposeful leadership of party comrade Göring, are entirely reliable; the admirals can be trusted to follow the Hitlerite line; but the Party cannot place unconditional trust in the good faith of the Army generals’. At this time Guderian and his XIX Corps were concentrated near Koblenz and under command of von Rundstedt’s Army Group A in readiness for the invasion. It was to Rundstedt’s Chief of Staff, his old friend Manstein, to whom Guderian first turned for consultation upon this matter which touched them all so deeply. Manstein agreed that something should be done but Rundstedt would not move in a positive manner – he kept to the letter of his oath. The same attitude he found among the other generals he consulted in his efforts to organise a protest. Finally he visited Reichenau who suggested that Guderian himself should speak to Hitler, and it was he who arranged an audience.

The record of that meeting is Guderian’s alone and is in the character of a man who cherished the Army’s honour above all else, besides being the possessor of a quite unquenchable spirit of aggression when posed with a problem which struck at the heart of his beliefs. Guderian’s correspondence leaves no doubt that the meeting took place and, if his account is true, contradicts Wheeler-Bennett’s claim that ‘Not a voice was raised in criticism or even in comment’, although it must be remembered, as Wheeler-Bennett remarks, that the main body of the Führer’s lecture gave rise to a wave of enthusiasm. Guderian says he was closeted with Hitler for an hour in which time he put the case for the generals and the plea that somebody had to speak out after the Führer told the Army generals that he did not trust them. In return Hitler blamed it all on the C-in-C, to which Guderian responded: ‘If you feel you cannot trust the present C-in-C of the Army then you must get rid of him …’ But after Hitler had asked him to name a suitable successor and Guderian had failed to suggest a single acceptable candidate from the top men, the soldier fell silent.

Now occurred the first of those increasingly recurrent scenes in which Hitler deemed it profitable to spend thirty minutes or more trying to convince a general whom he regarded as different and, perhaps, more sympathetic than the rest. There poured out a long diatribe in castigation of the generals and their resistance to Hitler’s wishes over the preceding years but, in the end, nothing constructive to settle the problem in the way that Guderian would have wished. The broken and pliable Brauchitsch remained as C-in-C and the schism widened between Hitler and OKW on the one hand and with the General Staff and OKH on the other. It is significant that Hitler should have felt the need to convince Guderian. Perhaps he felt that Guderian, because of his ‘modern’ outlook and personal struggle against the Army hierarchy, had a closer affinity with Nazi ideology than most Prussian military leaders (in a way he could have been right even though Guderian was no Nazi). Maybe he hoped to recruit another sycophant who one day, like Keitel, would supplant the recalcitrant members of OKH: if that is so he was hopelessly misled, for Guderian was incapable of sycophancy. Possibly he simply hoped to foster Guderian’s goodwill as that of key leader of the Army’s most potent striking force on the eve of the most testing campaign – but, in practice, he was to show that he had still not fully comprehended the meaning of the panzer divisions. It is more likely that a combination of all three motivations, plus several more of typically devious Hitlerian ingenuity, persuaded Hitler in an attempt to win the support of Germany’s most controversial operational commander. Perhaps he wished to evaluate Guderian as a potential Commander-in-Chief.

Guderian had demonstrated, as had several of his comrades, the absurdity of Seeckt’s demand that the Army should stay out of politics. He actually played an important part in thrusting it deeper – if unwittingly and against its will – into the political field. If he believed, as sometimes it is said he did, in political detachment, it is merely another example of his blindness to reality. This isolated him from those with whom he was destined to collaborate and created the divergences of view which were fundamental to his effectiveness as a leader. For Guderian was a target for the German generals’ distaste when they had the opportunity. Angrily he wrote to Gretel on 21st January 1940:

‘The recent evening with Herr v R [Rundstedt] began quite pleasantly and ended with a. debate started by him and Busch [Generaloberst Ernst Busch the commander of Sixteenth Army] about the Panzertruppe. It was a debate which I thought impossible in its lack of understanding and, in part, even hatefulness after the Polish campaign. I went home deeply disappointed. These people will never see me again. It is completely fruitless ever to expect anything from this well-known group of “comrades”. To these people can be traced back the reason for our irreplaceable equipment standing immobile out of doors for months on end to perish in the extreme cold. The damage arising from this is inconceivable.

‘Apart from this great annoyance I have that evening contracted a nasty infection and am suffering from catarrh and a cold of the most evil kind. And we continue to wait …

‘I have a lot to do for the next fortnight with regard to training courses. But everything suffers on account of the bad training facilities. Had they only left us at our depots! But that cannot be put right now.

‘It freezes, it is snowing. The big brook carries floating ice. It is mostly cloudy and dull. The months pass and what remains is a big question mark.’

Gretel probably smiled compassionately when she received that letter, knowing that a sick and despondent husband would recover and eventually forgive his tormentors. Forgiveness came easily to him on this occasion, as it happened, for on 11th February he could happily report to Gretel after a meeting at which the future campaign was discussed as a ‘war game’: ‘Apparently von R himself has the feeling that I was right to defend myself recently. At the meeting he was kindness itself …’ It mattered less that, in the same letter, he could complain: ‘I suffer from loneliness because I constantly meet strangers to whom I cannot speak freely – and so one talks banalities and what is closest to the heart remains unsaid.’ But this was the end of the period of isolation. Rundstedt’s change of mood marked a change in the fortunes of the creator of the Panzertruppe, for the plans they had discussed were the ones that Hitler favoured and which Guderian recognised as the revelation of a dream.

Nevertheless the fluctuation of sympathy towards Guderian among the German generals acted as a barometer which pointed to the climate of opinion of the Germans – not only towards the controversial subject of tank warfare but also with regard to Hitler’s grasp upon a war situation. As a politician Hitler had secured his position but his pretensions as a military genius’ were as yet hardly suspected. Guderian held out a key that might unlock the door to a military revolution by destroying the orthodox armies of a previous decade. At the same time he could help prove the prowess of the amateur Supreme Commander as the equal of professional soldiers. Much more than the issue of one campaign hinged upon the plan to invade Western Europe.