When world war two broke out the 2^nd Battalion of the Wiltshire Regiment was part of the 13^th Infantry Brigade in the 5^th Division. In the same brigade were the 2^nd Bn the Cameronians and the 2^nd Bn The Royal Inniskilling Fusiliers,.

After being the first formation to cross to France the Brigade found itself on the 15^th May 1940, moving North – East through Belgium to meet the advancing Germans. Contact was made at Hal, some 10 miles South – West of Brussels and shortly afterwards a general withdrawal was ordered, 13^th Brigade pulling back into France and concentrating on the 19^th May in the Area of  Seclin, near Lille.

A serious situation had developed to the South where the German spearheads had had pierced the Peronne – Cambrai gap and were threatening Boulogne and Calais, cutting the B.E.F.s lines of Communication and se0perating it from the main French Armies.

A plan by General Weygand to close this gap included ‘FRANKFORCE’ consisting of the 5^th and 50^th Divisions and the 1^st Army Tank Brigade. The 5^th Division was to hold the line of the river Scarpe to the East of Arras, while the other two formations attacked to the South of that city. 

During the night of 20/21^st May the 2^nd Bn (Part of the 13^th Brigade under Brigadier DEMPSEY, Late 1^st Bn Royal Berkshire Regiment ) marched South from the Lens Area, to hold the river Scarpe between Fampoux and the Quarry east of Roeux. To the South rises the high ground around Monchy, which overlooked the whole Battalion Area, and was occupied by the Germans. The Battalion frontage was some 3,500 yards and the C.O. (Lt Col E.E.J. MOORE) found it necessary to have all four companies up with the carrier platoon as mobile reserve On the right ‘D’ Company (Capt C.F.G. BOND) held the Fampoux bridge area, and in the centre ‘B’ Company (Capt C.F. READ) held the Roeux bridge area. ‘A’ Company (Capt J.L.R. HUELIN) occupied the gap between these two companies.. On the left ‘C’ Company (The Lord Arundell) held the quarry area joining with the Inniskilling Fusiliers on the Wiltshire’s left. After a quiet morning, enemy shelling and air bombing commenced and it was obvious that the Germans had pinpointed a number of the Battalions positions.

During the afternoon of 21^st May, the attack by the 50^th Division and the 1^st Tank Brigade was seen progressing South from Arras. This was to be the only large scale attack mounted by the B.E.F. during the campaign. A Company of the Cameronions with carriers from the reserve Battalion crossed the river by a pontoon bridge near the demolished Roeux bridge, to take advantage of the main attack, they were later withdrawn due to failure by the French to advance. That even the whole battalion area was subject to heavy shelling and an enemy attack seemed imminent Owing to the temporary nature of the operation, the small amount of telephone wire held by the Battalion had not been laid, and the information from the forward companies was very sketchy  No attack materialized that night. 

As it appeared the Germans had retired, the Brigade Commander decided early in the morning to form a small bridgehead over the river with a view to passing the Cameronions through to occupy the dominating feature. A party of Signallers and pioneers under Capt H.N. HOARE, repaired the pontoon bridge, and at 08.00 hours ‘B’ Company started to cross.

When two platoons had crossed the river and moved to their objectives unhindered and the third platoon had just crossed heavy machinegun fire was opened up on them from the flanks from well concealed positions. Those who were not casualties were pinned to the ground. Eventually under Artillery a Mortar covering fire, about 30 men managed to get back, but a large gap was left in the defences, which later in the day was partially filled by the carrier platoon and ‘C’ Company’

 The Commanding Officer realized that unless the Battalion was extricated at once, the companies would be cut off and so issued the orders to withdraw, going himself to the more dangerous right flank. The withdrawal was executed with great difficulty. All Companies had to fight their way out. About half of ‘C’ Company got back to Bn HQ, the Company Commander, the Bn 2i/c (Major L.H. BEARNE) and the three platoon commanders being wounded or captured. With the few survivors of ‘B’ Company, and with Bn HQ this party marched back to Gavrelle, from where the guns had been withdrawn, it marched on to Fresnes. ‘D’ Company, on the right, managed to withdraw with few casualties, but ‘A’ company was cut off by the enemy in Fampoux, losing the Company Commander. These two companies with the Commanding Officer, made their way across country to Gavrelle, which was now surrounded on three sides.. Just after midnight the two parties of the Battalion collected at Fresnes covered by the carrier platoon. The Brigade Commander ordered the further withdrawal of the Battalion to Raches, six miles North of Douai, and it marched off about 250 strong. At Vitry nine Battalion trucks were waiting, which with the carrier platoon ferried the Battalion through burning Douai to concentrate on the morning of the 24^th May at Ennetieres near Seclin.

Thus ended the engagement at Arras…Next stop, Dunkirk.