Part 1  

                           5/25/1940 France


                    An Alternate History By Michael W Moore




        “Maybe I am a Military Genius”, thought Adolph Hitler out loud.


“Pardon mine Furer”, said an aide.


“Nothing, go about your business”, said Hitler turning back to the wall map, still astonished at the concept that had just occurred to him.

He had been fretting for days almost overcome with anxiety.                              The attack against France had gone better than anyone could have imagined.

 How could, what many people had regarded as the best army in the world, have just crumbled in two weeks?

        Boulogne had fallen and Calais was just holding on. He’d just hours ago agreed to a temporary halt of his Panzer Army less than 25 km from Dunkirk.

        It was almost impossible to believe what had happened since May 10th. Our Panzers stand ready to crush the pocket forming around Dunkirk! Dunkirk, the last remaining port large enough to evacuate the thousands of French Troops and the BEF pinned against the sea.

        Giddy with relief, he still stared at the wall map of northern France.

        Behind him in the Command Center he could hear the organized tumult of argument and counter argument.   

            Still in his mind was the last conversation with Field Marshall Goring, who begged the honor of finishing off the French and English with his Luftwaffe, claiming he could handle it easily.

        Some of the General Staff considered the terrain around the port unsuitable for Panzers and he was sure to lose many if he attacked Dunkirk with them.

        Still concerned with the French armies to the south, how many Panzers could he afford to lose? What were the French reserves in the south of France?


        Not much sleep for weeks. He had not been able to keep food down since the May 21st counter attack at Arras was beaten back. Constantly worried about that long and exposed Left Flank.


        But now, seemingly mesmerized by the wall map in front of him, his mind raced! Dare he take such a gamble? What if there are no French Reserves?   


        It seemed as if he were alone in the room. All the commotion behind him seemed to fade away. He started to tick items off in his head.


        First- they had obviously over estimated the French capabilities, their planning and leadership laughingly inept.


        Second- he and the German General Staff had underestimated their own potential. The German Army’s doctrine of combined arms, and Guderian’s vision of massed Panzers, had just been proven to be as wildly successful as it was revolutionary. What the West has been calling Blitzkrieg (Lighting War).


        Third- we have no reliable intelligence as to how much of the French Army and the BEF we have in the bag at Dunkirk, and little more as to the possible French reserves in the South of France.


        Fourth- In the North the British will have moved every man they could to Dunkirk. 


            Fifth- the British will move heaven and earth to evacuate the BEF! You cannot afford to underestimate this nation of seafarers!


        Sixth- IF you can trap the BEF it will be a victory of unprecedented magnitude, possibly knocking Britain out of the war!


        Once more he looked to the campaign map on the wall.


        Exhilarated and terrified, he weighed the alternatives.


            If he were wrong it could cost them the war, for they would be dangerously exposed to the enemy.


        If he was right? A victory fitting of Napoleon, of Charlemagne, of a Caesar!


        This was his moment in time, his destiny! He will be hailed a Warrior King!


        Hitler whirled on the room startling an aide, who cried, “Actung!”


            Hitler said,  “Stop what you are doing and gather around”.


        His excitement was obvious! Just as obvious, in place of the nervous and distraught leader of the past few days, now stood before them a Furer strong, decided, and ready to roll the dice!



        He smashed the wall map over Dunkirk with his fist, “throw every thing at them, do it now!”


        General Von Rundsdetd, “But what of our flank, what of the French reserve?”



        “There is no reserve (fingers crossed) I can feel it in my bones. Drive them into the sea!”





        …..and so they did.


        In hours the German Panzers crashed into the French and English lines and began inexorably pushing them back.


        The Luffwaffe was instructed to put every available plane in the air, with instructions to bomb and strafe the beaches unmercifully, and to interdict any and all shipping approaching Dunkirk.


        Calais fell, and Operation Dynamo (the evacuation of the BEF from France) was put into effect May 26th.

        But there would be no reprieve for the Allied Force trapped in the Dunkirk pocket. Embarkation had barely begun on the night of May 26-27 when the first Panzers rolled into sight of the evacuation beaches.


        Monday May 27th all Britain awoke to the news of the worst military disaster in their history.


        Less than 5,000 British soldiers were taken off Dunkirk.


            Over a third of a million allied soldiers went into captivity.


Virtually all of the BEF equipment and supplies were captured by the Germans.


More than 150 assorted vessels had been sunk.



                Hitler had rolled the dice and won. There was no French reserve.


June 18th France formerly surrendered in the same railway car that had been used in 1918.                                                                                                                              


French casualties estimated in excess of 2,000,000.


German casualties less than 150,000.


Hitler danced down the Champs Elys’ees.




But he didn’t dance long.   



July 1st 1940 Berlin-


            As he had stared at that campaign map of Northern France in the Command Center, he had been just as cognoscente of the map on the wall next to it, the map of Europe as a whole, which included North Africa and Russia.


        That very same map now hung on his wall in Berlin.


        Gathered was most of his General Staff with a few notable exceptions. A group of men now much more wary of the man many had derided behind his back as that upstart corporal. For there was no denying his startling steadfast victory in France or his popularity with the people.


        Hitler had been planning since May 25th what he would say to his generals. (Time to take full credit for much happy accident).


        “Gentlemen it is time. Time to unveil to you the entire strategy, that I had to keep secrete for so long (about 30 days anyway), to ensure our Thousand Year Reich.”


        “I know some have had doubts at times. Wondering if there was a Greater War Strategy.”


        He strides to the map, and slaps it sharply in turn with each of his points; (Hitler is nothing if not a showman).


 He barks, “first West, the Rhineland in ’36 to take back our lands and secure our industry and resources there.”


“Then Southwest, to Spain, where at somebody else’s expense we get to field test our planes and panzers, and battle harden our troopers while killing a few communists.”(practiced hard smile)                                                                                                                      


“Next, South in ’38, and Anchloss with Austria, immeasurably strengthening our Reich.”


“Next, South and East, ’38 Munich were I easily manipulated those fools into giving us the Sudentland and the rest of Czechoslovakia, including the Skoda works, without firing a shot.”


“In ’39 East, first that murdering communist Stalin is duped into signing a ‘non-aggression pact’, this ensures we don’t make the mistake our fathers did in fighting on two fronts simultaneously. We then smash Poland, taking back the land stolen from the Father Land, and putting a buffer between us and the communist hordes.”                                                                                                                               


“In ’40 we strike North and catch everyone off balance! We, in one bold move secure our Northern flank, Swedish ore, and unlimited access to the North Atlantic.”


He’s really rolling now, for he has convinced himself this had all come to pass just as he had planned. “Then West, we go through the French and English like butter. Capturing the wealth of France and putting her on her knees.”


        “Think of how great was our victory in France!”

        “The Alsace-Lorraine once more ours!”

        “The French factories and farms now serve the Reich, as do the Dutch and Belgium!”

        “A million prisoners of war! The entire French army and BEF!”

        “Tens of thousands of tons of supplies, vehicles, and armaments left on the beaches of Dunkirk!”

        “With capturing the coasts of France we are in a position to control all north Atlantic shipping, and all Britain is within range of our Lufewaffe!”


        “Most importantly we have now secured our Western flank! Stalin is crapping in his pants (much laughter), and the English bulldog Churchill barks, but already we receive peace feelers.”        


            Softly, “But it’s a little too soon to let Mr. Churchill off the hook, don’t you think? What with all their experienced officers and non-coms vacationing in Germany along with all their equipment. (chuckles)  


            “General Manstien places any ability for the British to take any serious offensive action at least 2 years away. Meanwhile we are commencing a major Luffewaffe campaign to convince them invasion is imminent, code named ‘Sea Kitty’.”


        Pointing to the map, “We’ve done pretty well with this…. shall we say, counterclockwise map progression haven’t we?”


        To general acclaim and cheers, “Yavol mine Fuher!”


        “Well, that would mean some move in a Southerly direction would seem appropriate wouldn’t you say?”


        “Yavol mine Furer!”


        “Very well, and I suppose we have to rule out our gallant Italian allies. (chuckles) Here’s what I propose gentlemen, oh and by the way, have already put into action.” (restive wonderings, there have been many rumors, they are in the palm of his hand now)


        He goes to the map and draws a heavy black arrow slashing south through Italy into Africa. “Phase one gentlemen is, ‘Operation Stepping Stone’.”  


He circles Malta on the map.


General Manstien is now Hitler’s personal favorite on the General Staff when it comes to planning, creating a new General Staff position and promoting him.                                                                      

           For Manstien had done a fabulous job of implementing Hitler’s larger strategic ideas for the French attack. (At least that’s how Hitler remembers it and Manstien has prudently gone along with that version of events)

The plan and overall strategy, he is about to outline and take credit for, was suggested by General Manstein several weeks ago. 

In secrete consultation Hitler had demanded an immediate plan for the invasion of England. He had been assured, in no uncertain terms by Manstien, that no invasion of England was practical. They had in no way planned for success on such a massive scale.       

By the time they could mount an invasion England would no longer be prostrate, and he had no answer for the Royal Navy, outside of achieving complete air supremacy by the Luffewaffe, a prospect he thought rather dim.

However Manstien had another idea.


“Malta! Malta gentlemen is the key to British control of the Mediterranean. It is the choke point! An unsinkable aircraft carrier smack in the middle.”


“The objective of ‘Operation Stepping Stone’ is securing for our use the island of Malta, it’s harbor and airfields, no later than July 15th”.

“This will be accomplished by airborne and seaward assault. This should be more of an occupation rather than invasion, as the British have not anticipated our ability to strike here, the island is basically unfortified.”


“Airborne troops and an air fleet under command of General Geissler are in route and will be in Sicily within the week.”


“This will be a joint exercise with our Italian allies.”                                                                                                                              


The week before Field Marshall Goring had flown to Italy to have a visit with Il Duce, and with a little arm twisting had finally gotten him to agree to joint operations in the Mediterranean region for certain compensations.


“With Malta in our hands, and our supply lines secure, we will commence phase two, code named ‘Operation Suez’,” all eyes dart to Egypt on the map.


“Gentlemen the Italians already have an army in Libya facing the British in Egypt. This army though large is very suspect in quality, however I feel they will be adequate as follow up infantry and garrison forces.”

“We are going to put a German tip of steel on this Italian noodle!”


“Preparations are underway as we speak to move two Panzer, and two Motorized Infantry divisions to Libya”. (the absence of General Rommel had been noted by the men in the room)


“We will also be shifting an air fleet to this theater of operations that will insure complete air supremacy for our forces.”


“The British are expecting to go up against the Italians and have no idea what’s in store for them, and are in no way prepared for the Blitzkrieg we will unleash on them.” (Hitler had taken a liking to the term Blitzkrieg)


“The Suez Canal will be in our hands by fall.”


“The whole of the Middle East will be there for the taking by Christmas. I will outline ‘Operation Zagros’ and ‘Operation Torch’ at our next meeting.”


As the meeting is breaking up General Guderian approaches Adolf Hitler, he asks if there is a role for him in this coming action. Hitler directs his attention to the wall map of continental Europe.

“You wont be going south general. You will be going east in the spring.”



                                                  End Part 1




                                Part 2



AURHORS NOTE: In Part 1 we deviate from OTL during the battle of France on 5/25.

Hitler is still the same archfiend, but he had correctly gambled that there was no serious threat in the south of France, and had thrown every thing he had at the Allied pocket forming around Dunkirk.

        There was no evacuation, no Miracle of Dunkirk.


        In fact the Allied defeat, without a Dunkirk evacuation, was so complete it has seriously altered Hitler’s whole thought process.

        Causing in the subsequent weeks an epiphany if you will.



Hitler’s Epiphany -  


            The Whermacht and Luffewaffa at his command are truly awesome in their capability and striking power, and he seems to be the only one to fully realize this. His own strategic genius, along with the German Army’s operational concepts of combined forces and massed armor, together with superb ‘top to bottom’ tactical know how and flexibility, have proven to be world-beaters.


        Up until a few weeks ago Hitler had basically been Euro centric in his thinking.

He now contemplated strutting on a much larger stage.

        With this incredibly efficient tool completely at his disposal it has caused him to think, in contemporary terms, much more outside the box. He rather likes the idea of being the grand strategist delegating the details to others.

        Also while he is impressed with their competence, he’s not about to let them know it, and intends to keep his Generals firmly under his thumb….            

            …. but lightly under that thumb. For he realizes that for him to take full advantage of their competence, that once he gives them direction, his interests would be best served with less meddling in the planning and operational conduct of the campaigns.      

He makes a vow to himself to point them, with proper Olympian detachment, in the proper direction and then get out of the way. (as much as it’s possible for a megalomaniac nut job and control freak to do so)


Everything else is pretty much the same in this time line.









 ‘Operation Stepping Stone’, the Axis attack on Malta was conducted with all objectives met in less than 6 hrs.


The combination of German airborne assault troops and a surprisingly effective Italian seaborn marine attack, proved too much for the island’s under strength and totally surprised defense.


All airfield and harbor facilities were captured with little damage.




Immediately ‘Operation Suez’ is put in motion with the objective of taking the Suez Canal into Axis hands by the end of September.


The combined Axis forces are nominally under the command of Italian Marshall Graziani but in reality all front line control resides with the German General Irwin Rommel.                                                                                                                                 


At General Rommel’s disposal are 3 Italian corps comprised of a dozen divisions. While there are a few good divisions, the bulk are poorly trained and equipped.

The Italian mechanized forces contain mostly obsolete or obsolescent armor.


More importantly he has 4 well-equipped German divisions- 2 Panzer and 2 Motorized Infantry. The Panzer Divisions contain many of the newer Mk III and Mk IV tanks. This is Hitler’s ‘German tip of steel on the Italian noodle’.


 In all he has about 450 German tanks and about 300 inferior Italian ones.


He also has enough air support to ensure complete air superiority on the battlefield.


Facing him are 27,000 British troops and a little over 200 tanks. The British General O’Connor has had a third of his forces siphoned off in the last 60 days, sent back to Britain for home island defense,


‘Operation Suez’ commenced on September 3rd, and Axis forces crossed into Egypt.


The British fought bravely, they new the stakes were high, but they were simply over matched.   


The Germans were simply too mobile and well equipped, while being much more confident and experienced than their British counterparts.


The Luffewaffa enjoyed a 3 to 1 advantage in numbers of aircraft and had much more experienced pilots. Air superiority immediately proved decisive, the numerous Stukas ranged freely taking out many British vehicles.


The British commander O’Connor was able and keen proponent of mobile armored forces. A dashing leader like Rommel he liked to lead from the front, which soon proved his undoing.

        During the second week of the campaign he was suckered into a counter attack near El Alamein and ran into a line of 88mm flak guns pressed into an anti tank role. In minutes 18 British tanks were flaming wrecks and O’Connor himself taken prisoner.


        By the 24th of September Rommel has bridgeheads over the Canal and the British are in full retreat to Southern Egypt and across the Sinai.


        The German army celebrated Oktoberfest in Egypt that year. Hitler had tons of bratwurst, beer, and sauerkraut flown to the front.





        The loss of Malta, along with the Canal, rocked the British government. Churchill vowed that Britain would fight on but his voice was becoming lonelier.


        The success of  ‘Operation Suez’, immediately kicked off ‘Operation Zagros’ and “Operation Torch’, as conceived by General Manstein and outlined by Adolf Hitler in a General Staff meeting in Berlin the first week of July.


 Objectives to be achieved by Christmas 1940, by order of the Furer.




Objective 1- Elimination of all British armed forces in the Middle East as far

            as the Zagros Mountains in Iran, area to include entirety of Arabian Peninsula.    


Objective 2- Seizure of all oil wells and refineries in Persian Gulf Region.


Objective 3- Elimination of all British armed forces in Northern and Southern

Egypt, and the Sudan.


Objective 4- Establishment of Italian/German line on border of British Kenya.





        Objective 1- The establishment of 10 coastal air stations in French North

            and French Eastern Africa stretching from Tunisia to Dakar.


             (Authors note: The Vichy French had agreed to this in a secrete

             amendment to the armistice agreement)


        Objective 2- The establishment of a permanent naval air station in the port

            of Dakar. This facility should be of sufficient size and strength to allow

            German and Italian navel forces to conduct offensive operations

            throughout the mid and south Atlantic regions.




        Rommel’s drive across Egypt hugged the coast until taking the port of Alexandria, and then by passed Cairo to leap for the canal.


            At the Nile near Ismialia he divided his forces to pursue the British retreat in two directions.


Army Group A- was comprised of 2 German Panzer and 1 Motorized Infantry Divisions, + the best 2 Italian divisions. They refitted for two days at the Canal taking the largest share of fresh supply then charged across the Sinai after the bulk of the retreating British.


Army Group B- had 1 German Motorized Infantry Division, and 2 Italian Divisions. After a quick detour to Port Said, Army Group B drove first to Cairo then south through the Nile river valley and south along the Red Sea coast.


Cairo was in chaos with rioting and looting in the streets.


Both German Army Groups and the retreating British are stalled by hoards of refugee traffic. To add to the British woes they are constantly strafed by German aircraft.                                                                                                                                  


The Egyptian Army revolts and declares themselves Axis allies; Abdul Nasser and Anwar Sadat are among the leaders.


As soon as the Canal was seriously threatened the British pushed all remaining RN ships through to the Red Sea leaving the Axis in complete control of the Eastern Mediterranean and stranding forces on Crete and Cyprus.                                                                                                                              


With total German air supremacy over the Sinai none of the Red Sea ports can be used for evacuation. The main British force retreating across the Sinai has no option but to make for the British garrison in Palestine.




But there was more to Manstien’s ‘Operation Zagros’.


Vichy France had signed over the rights to Syria and Lebanon to Germany as a secrete amendment to the armistice agreement.

The French Garrison in Tripoli was informed of this development October 3rd by a large portion of the Italian Navy, which was standing offshore at the time. This phase of the operation had been waiting until the RN was forced from the area.

The Italian Admiral informed the French Commander that their ‘relief’ had arrived and offered them a ride home on his return voyage.

With a Gallic shrug the French Commander, along with the majority of his troops, departed for home five days later.


Their ‘relief’ consisted of 2 German Divisions-1 Panzer and 1 Motorized Infantry, along with 2 Italian Infantry Divisions.

One Italian Division garrisoned Tripoli.

The other 3 divisions designated Army Group C, drove south two days later and reached Sidon on Oct. 5th.


By the same date the main force of Army Group B had driven 200 km south down the Nile. Other elements advancing from Suez had reached Jamsa on the Red Sea coast. Starved for supply Army Group B will stop there while Rommel chases the bulk of the fleeing British Army.


Army Group A with Rommel in command has driven the retreating British forces out of the Sinai. He now has severe supply problems, as his line of supply stretches all the way back to Port Said and Alexandria, he has been stalled at Gaza for two days.


        The remnants of the desperate British Egyptian Army having just reached Palestine, and are in even worse shape. Very little supplies can be flown in, and their land supply route stretches all the way back to Basra through country without real roads.

        Constantly harassed from the air they will retreat back through Iraq as fast as they can, if they can.

        Iraq is once more in open revolt.



        If Egypt was chaotic, Palestine is a mad house.


        Jews that are not trying to flee are fighting Arabs.                                                                                                                                         


        Arabs have risen in revolt and are fighting Jews, Brits, and each other.



        The entire theater of operations is under Rommel’s command.


        Oct. 6th he orders Army Group C to strike inland directly to Amman.


        By Oct. 6th he is partially re-supplied. He swings wide himself for Amman with one Panzer and one Motorized Division.


        The Amman pocket is closed Oct.8th, and 7,000 more British & Colonial troops go into the bag.                                                                                                                                       


        With the Germans again short on supply, the remnants of the British Army limp for Basra. Most are evacuated.




        Churchill remains in power.

The British public lays the blame for their terrible losses at the feet of the former Government. They remember Churchill’s voice crying out against appeasement and accommodation with Hitler.

 However they are dismayed and demoralized by failure.

 The British public is weary of evacuations and lost battles.


 Britain sues for peace but Hitler is not ready to let them off the hook yet.


        Rommel rolls into Abadan Oct.15th, at least what’s left of it, all oil refinery and storage facilities are wrecked.


        With all areas of oil production firmly in German hands, Britain gives up any pretense of holding on to anything else in the Persian Gulf.

 They have nothing to hold it with.

 They evacuate the entire gulf area.


        Long before Christmas Rommel can report to the Furer, all objectives of ‘Operation Zagros’ have been met. He returns home to much acclaim and to a Field Marshall’s baton.



        Hitler has given Egypt west of the Suez Canal and the Sudan to Mussolini.                                                                                                                                        


        Operation of the Canal is to be in the Italian’s hands, and they began immediately to clear it. Defenses of the Canal are to be joint. Egypt will be an independent country and Axis ally under Italian supervision.


        As further compensation Mussolini was also awarded Syria, Lebanon, and the Sudan.                                                                                                                                           


        In early December Crete and Cyprus are taken. Crete goes to Italy and Hitler keeps Cyprus along with Malta.


        Hitler keeps every thing else East of the Canal to the Zagros Mountains and the Straits of Hormuz, along with the Arabian Peninsula and French Djibouti in Africa.


        The Balkans, with the British pushed out of the Eastern Mediterranean, fall into line much easier for the Axis than in OTL.

        In late fall ’40, joint German-Italian forces quickly crush any opposition, then occupy and divvy up the area.

        Hitler throws a few scraps of Yugoslavia to Hungary and Romania.

        Bulgaria gets Macedonia and a large part of Eastern Greece.

        Italy assumes control of Serbia, Montenegro, and Greece.

        Germany forms protectorates in new Axis allies Slovenia and Croatia.




        ‘Operation Torch’ kicks off on 9/28 and is barley noticed, as it was conducted quietly and simultaneously with the much bigger ‘Operation Zagros’.

        The Vichy French are more inclined to cooperate with Hitler in this time line. The Vichy government has agreed to allow the Germans to operate out of 10 French airfields and 2 ports on the north and east coast of their African possessions.

        Much more than in OTL Hitler is attuned to using surrogates to achieve his larger ambitions, and hopes for much cooperation from Vichy. German and Vichy propaganda have played up the ‘British stab in the back’ big time. The ‘stab’ being the British attacks on the French Navy after the fall of France, to keep French ships from falling into German hands.

        In return the Germans have agreed to loosen various restrictions imposed on the French.

        The Germans have agreed to station a minimal amount of troops at each airfield for base security purposes only. French forces will provide additional security.


        The politically small German forces play leapfrog along the Mediterranean coast to each airfield and quickly fly in planes and personal.

        Tunis, Algiers, and Oran present no problem and bases are set up smoothly.                                                                                                                                      


        After some tense negotiation at Tangier the Germans are allowed to set up house there 10/05.                                                                                                                                          


        Then down the Atlantic coast Casablanca is next, and here the Germans also will have limited use of the port facilities.


Then Agadir, El Aaiun, and Dakhia. Franco has also ‘graciously’ given permission for the Germans to use Spanish territory.

        Nouakchott is next.                                                                                                                                        

Then the big prize Dakar, from which the German planes and subs can begin to dominate the mid and southern Atlantic sea lanes.

        Negotiations had been going on with the French Admirals at Dakar since August.

They have been highly resistant to the idea of sharing their facilities with their recent enemies.

But many in the French navy hate the British, having suffered more at their hands than they did from the Germans.

Finally after all their requirements had been agreed to, and shortly after they see the Suez Canal fall, the Admirals gave their approval.

On 10/16 the first German and Italians arrive.


‘Operation Torch’ is an unqualified success. Without firing a shot.






        OK, lets compare Xmas 1940 this time line, with OTL.


        First, lets look at Britain’s strategic position.


The greatly enhanced German victory in France has decidedly tilted the balance in Germany’s favor vs. Britain and her allies.


        With no Dunkirk evacuation Britain has lost virtually the whole of the BEF.

        The heart of her Army is gone, as most of her experienced non-coms and officers are now in German POW camps.

        At the least, this drastically slows and affects the quality of the Army’s future training. This will seriously affect any ability to project significant force in the near future, possibly for years, as these men’s experience level will be impossible to replace.    

        The threat of invasion from the continent will, because of the loss of these men, be perceived as all the greater. In OTL the evacuated BEF just had to be re-supplied and re-equipped to compromise a very effective fighting force.

        In this time line the British will be paralyzed by the threat of invasion. Not only can they not send any troops or elements of the Royal Navy to reinforce other places,                                                                                                                                         probably in the short term, they strip away defenders from anywhere they can to bring them home. This weakens Commonwealth defenses everywhere.                                                                                                                                                                                                                                                                                  


        The battle of Britain did take place though on a smaller scale, as this was essentially a diversion by the Germans. The resulting loss of aircraft by both sides was about half of what they experienced OTL, with the RAF making out slightly better than                                                                                                                                       the Lufewaffa. The Brits therefore have a few hundred extra planes they wouldn’t have had, but so do the Germans.


        The loss of Malta, the Suez Canal, and the Middle East has been a military catastrophe for the British eclipsed only by Dunkirk.

This has resulted in a huge loss of prestige for Britain.


        Britain has had to cede control of everything east of Malta to the straits of Hormuz. This nation of seafarers has lost control of the Persian Gulf, the Red Sea, and the Easter Mediterranean in a matter of months.


        The biggest prize of course is the oil reserves of Iraq and Iran.

        This is a huge departure from OTL.

        Instead of being chronically short of fuel, Hitler’s war machine has the eventual potential to move much farther and faster now. It’s much more dangerous.

        Repairs to the fields and refinery facilities began immediately. Pipelines are repaired and replaced with a top priority. New pipelines will be laid ASAP from Iraq and Iran to the Mediterranean. Hitler’s top oil specialists expect to have 70% of the Middle East’s former production on line and reaching the Reich within two years.


Construction has begun on new refinery and storage facilities on the coast of Slovenia. Pipelines from there will extend into Austria and Northern Italy.


As soon as plans for ‘Operation Zagros’ were finalized, Hitler has ordered the construction of 300 small coastal freighters and oilers to begin immediately, many to be built in Italian shipyards under contract.

The first of these vessels were projected to be launched in the fall of ‘41.


        Just as important as the German boon in oil, is the huge loss to the British in exchange. These oil fields were Britain’s primary source of oil. Replacing their production will be problematic to say the least. This will also limit her ability for offensive action for some time.


        Hitler now threatens Britain on three fronts.

1)  The British Isles

2)  British Kenya

3)  India

Churchill cannot possibly defend all three, hard choices will have to be made.



        With the Vichy French allowing the Germans the use of their African ports and airfields, it makes much easier for German subs to roam the Atlantic and sink British shipping.  


        With Axis forces moving in their direction, Britain’s Commonwealth partners are beginning to scream for help. With their own territory looking vulnerable in the future, many are rethinking their commitments to Britain.                                                                                                                              


Long run, one of the biggest problems Churchill has is that Britain is going broke.

The First World War seriously weakened her financial structure; in no way can she pay for what she has to do now.

Roosevelt will help as much as he can, but Britain’s position being that much weaker won’t help him. Without U.S. aid in the near future, how long can Britain stay in the war?



Second, Germany’s strategic position.


        Hitler’s position in almost every way is stronger than OTL.                                                                                                                           


        His personal stature is greatly augmented.


        Germany has potentially much more oil, although that will take time to come on line.


        Potentially a much better financial position is available because of foreign earnings from the oil fields.


Hitler’s bigger plans have also caused him to stimulate production much sooner than in OTL.       


        Because of having a bigger appetite this time line, Hitler sees more uses for, and is making better use of his Axis Allies. Italian, Hungarian, Romanian forces etc. are used whenever possible as occupation forces and second line troops. His allies are much better attuned to this with Germany’s greater success. They are more cowed, along with being motivated by wanting a piece of Hitler’s pie.


        Italy has been particularly helpful in this regard.

        Without their (OTL) 1940 North African fiascos, the Italian morale is much greater and Italian public opinion of Mussolini much higher.

                        By fighting successfully as partners, albeit very junior partners, with the

            Whermacht they have gained confidence and operational skill.


        Hitler wanting to improve the operational capability of the Italians for his own purposes has 200 German advisors working with the Italian forces.

        In order to beef up the Italian armored divisions Hitler has licensed to the Italians production of the Mk IV Panzer. Production is scheduled to begin in fall 1941.


        Mussolini though originally quite miffed at Goering’s arm-twisting, had reluctantly agreed to joint operations with Germany in Africa and the Middle East.                                                                                                                                

        The results have been nothing short of stupendous.

        He has massively increased the size of his Empire with very little cost to himself. While Germany’s casualties were relatively light, his own were almost non-existent. He’s wildly enthusiastic about future complicity with Germany.

            He gets all the credit at home while Hitler does all the heavy lifting!

            Also in the future Middle East oil will drastically help Italy’s financial, industrial, and military situations as it comes on line.                                                                                                 

            In fact Mussolini is one happy camper these days.



        From Hitler’s point of view by giving Mussolini large, though less important, pieces of the pie he has made him a very willing accomplice, eager for future adventures.





Lets see what’s going on with some of the other players.


The Jews- Tragically the war in Africa and the Middle East has had disastrous consequences for Jews in the area that couldn’t escape. Arabs or Germans kill many and the rest are shipped back to Europe to be used as slave labor in the camps.

        The dream that was Israel is dead.     



Vichy France is inclined to be much more cooperative this time line due to Germany’s enhanced position.                                                                                                                       


Spain is being pressured by Hitler to come into the war on his side, plus he wants Franco’s help in eliminating Gibraltar.                                                                                                                              

Unknown to Vichy France he’s offering up French Morocco as bait.                                                                                                                                                                                                                                 


        Franco is still sitting on the fence, but in this time line he is listening to Hitler much more favorably, weighing his options he waits.


Turkey likewise is trying to stay neutral but has Axis Bulgaria on its western flank, and now has German Iraq on its southern border.

                Russia scares the heck out of the Turks, but the carrots offered are

           enticing. Control of parts of northern Syria and Iraq, several of the Greek

           controlled  islands off it’s coast, and part of Cyprus.



        Japan seeing how much weaker Britain’s position is in this time line, readied it

            self to move south immediately after the fall of France.                                                                                                                                     

When the Axis forces took the Suez Canal, they figured the time was right and they occupied French Indochina and the Dutch East Indies.  They did so with the agreement of the French Vichy and puppet Dutch governments.                                                                                                                

Britain of course was way too occupied to do anything but make a feeble


                        America was decidedly unhappy but unwilling to go to war to protect

            European colonial interests. They did boycott oil and other raw materials to

            Japan, although this had less impact than it did in OTL as they already had the oil

            fields of the Dutch East Indies in their possession.

                The Japanese began to exploit their new resources immediately and

            eagerly await future developments.

            The Philippines are looking pretty surrounded now on the map. In Nov.

the USA, Canada, Australia, New Zealand, and Britain sign the Pacific Defense

Pact (PDP). They agree to come to each other’s aid in the event of war in the

Pacific. This is strictly a Defensive Pact for the Pacific area, Roosevelt had finally

found a line in the sand that Congress would draw.

Joint ‘maneuvers’ begin immediately in the Southwestern Pacific and East Indian Oceans.

        Japan was greatly angered by the PDP, as it was obviously directed at 




        In Russia Stalin is very nervous. He was appalled at the quick fall of France and

            the destruction of the BEF.

                To make matters much worse, Hitler’s victories in North Africa and the

            Middle East have greatly strengthened him and brought the Germans very close

            to the Soviet southern border. A border Stalin will now have to commit 

            forces to defend.

Worse still the oil fields of Baku are now within air range of German bombers operating from northern Iraq.

Stalin has made up his mind, he must attack Hitler, for he is certain that his turn will come soon. After all it’s what he would do in Hitler’s place.

This must be done ASAP in an effort to take pressure off Britain and keep it in the war. He has opened secrete communication with Churchill.                                                                                                                    

Stalin’s Generals tell him that mid summer next year is as soon as they can be ready.


            British Commonwealth – A great deal of anguish and nervousness as you can



                Canada is in it to the end and is insulated by the Atlantic Ocean and the 


                South Africa, India, Australia, and New Zealand are feeling much more


                        With their own territory increasingly looking vulnerable to the Axis

            forces, they are weighing their commitments to Britain vs. their own security.

                They are gearing up their own smaller munitions production and buying

            every thing they can from the USA (which is greatly aiding the USA economy).


                All are cozying up to the USA as much as possible.



        USA- Arms production and training are slightly ahead of OTL at this point, but

            many in USA are getting more concerned and it will soon accelerate.





                                                                END PART 2



                                   Part 3  


        Hitler stuns the world and lets Britain off the hook. He had always admired the British their Empire and had no desire to see it end.

        His main objective had always been East and Lebensraum for the German people.



                 Terms of British/French/Dutch/Belgium & German/Italian Peace Accord


                                                   (Signed Dec. 5, 1940 in Brussels)



        1)- All hostilities to cease immediately.


        2)- One year cooling off period and status quo at present situation. During which time German and Italian forces will be drawn down to 50% or less than present levels of troop size in occupied areas at signing. Draw down to be completed by Dec. 5th 1941. Civilian/police control will be turned over at that time.


        3)- All boundaries and borders between Germany and Russia will be drawn solely at the discretion those two countries, all will recognize these boundaries.


        4)- All boundaries and borders in the former Yugoslavia and Greece will be drawn at the discretion of Germany and Italy, all will likewise recognize them.


        5)- Beginning one year from the signing the Accord German and Italian forces will be drawn down to force levels at 10% or less than present levels in all occupied European countries by 12/5/42, and British and French colonies (exceptions noted below), to be completed by 12/5/1942. At which time all Axis forces will vacate said countries and colonies.



        *Germany will retain or gain permanent control of the Alsace-Lorraine, and

  Djibouti, French Congo, Belgium Congo, and Walvis Bay.


        *Germany will maintain a permanent naval/air station at Trondhiem in Norway.


        *Germany will maintain permanent naval/air stations at Dakar and Casablanca

               in Fr. N. Africa.


        *Italy will be awarded the former French colonies of Syria and Lebanon, and

              former British possessions of Egypt and Sudan, along with the Greek islands off

              the Turkish coast.


        *Germany will be awarded all other areas east of the Suez to border of Iran

               including the entirety of the Arabian Peninsula, excepting former British

               protectorates in area, Kuwait, Oman Etc.


*Suez Canal is to be owned jointly by Germany and Italy and operated by the 



6)- Former German African colonies will be returned to full German

civilian/police control 12/5/1941. Brits & French agree where applicable to draw down forces in colonies by this time to minimal amount. Full return of control to Germany 12/5/1942. Germany agrees to station no troops in S W Africa other than 1,000 needed to police the area.


        7)- Any British forces must evacuate Iran within 30 days of signing. Britain will recognize an independent Iran. (A new Axis ally)


        8)- Prisoners of war will be repatriated beginning one year (12/5/41), from signing of the Accord. All prisoners will be returned within one year, by (12/5/42), with no less than 40% having been returned by 6/5/42.


        9)- All will formerly recognize new Southeast Asian expansion of the Japanese Empire into French Indochina and Dutch East Indies.


          10)- Britain agrees that Walvis Bay will be sold to Germany 12/5/1942 for the sum of Two Million Pounds, at which time civilian/police control will pass to Germany. Germany will take full possession 12/5/42.


Churchill, with a bit of haggling and a great deal of mistrust, accepts the entire Accord. He does not trust Hitler one little bit but can’t see how Britain can lose.

If Hitler follows through with the terms of the Accord, Britain will have escaped the war with her prestige in taters but no loss of territory not gained in the last one, excepting Egypt, Sudan, Malta, Cyprus, and Walvis Bay. And Walvis Bay she will be getting compensated for.

 Britain gains much needed time to rearm and build her defenses, even if Hitler later reneges on the agreement.   

The Army desperately wants to get its prisoners back.

Besides he has already taken by force most of what he now wants to legitimize.  

Britain agreed to provide transportation, at fair cost, for all manner of supplies to Gr., oil, rubber, etc.

They also agreed to sell on very generous terms (Speer’s idea) 50k heavy trucks a year for 3 years, along with spare parts, to Gr. Beginning at with 1k in April 41, 3k in May, and 4k in June. 


                                                                                                                                                                                                                                                                                The Accord has strained relations terribly with Smutts in S. Africa, who screamed bloody murder when he found out about points 6 & 10 in the Accord. It took some serious arm-twisting and formal guarantees from Britain before he would agree to the return of South West Africa to German control; in the end he has no choice.


        On12/30/40- Norway, Denmark, Netherlands, Belgium, France, Luxemburg, Poland, Slovenia, Croatia, Czech. Republic, Slovakia, Hungary, Rumania, Bulgaria, Serbia, Montenegro, Greece, Italy, and Germany announce the formation of the (ECDU)-European Customs and Defense Union.

The ECDU extends invitations to join the Union to Russia, Spain, Sweden, Switzerland, Finland, Portugal, Ireland, and Britain. Finland and Spain accept. Sweden, Switzerland, and Portugal decline politely citing neutrality. Britain, Russia, and Ireland simply decline.


In ATL the Bismarck did not sail on her fated journey in 1941. Work on her sister ship Tripiz, the 1st two German carriers the Graf Zeppelin and Peter Strasser, and the             first Z-Plan super battleship H44 continue apace. Hitler has also ordered Donets dream of 300 U-boats completed by 1/1/43.


With Britain at least temporarily out of the war all energies can be directed to the east and lebensraum.  But this time line Hitler has a much bigger appetite. He envisions a Greater Reich stretching from the North Sea to the Pacific Ocean, the greatest empire in history. He feels that the way the Accord is structured it will keep Britain quiet at least long enough for him to finish off Russia and then it wont matter.


Operation Barbarossa in set for spring. Hitler asks for a bold plan and he gets one. Barbarossa’s three main objectives to be met prior to the fall rainy season:


: Leningrad in the north.

: Moscow/Gorky space in the center.

: Stalingrad in the south.


With trepidation he Okays an ambitious operational plan for Army Group Center. A massive envelopment all way to Somlensk in one gigantic leap. Followed immediately by a second leap to the Moscow/Gorky space to be completed by the end of August. A bold plan indeed recommended by General Guderian. Both the risk and reward for this bold a plan is enormous. But Hitler has almost convinced himself, that given his strategic leadership, there is no task his army cannot accomplish and he Okays the plan.


The German plan in truly audacious. With bigger goals and a longer campaign, this ATL, much more emphasis will be placed on long-term organization and logistics.

 June of ‘40 Albert Speer had been placed in charge of production and procurement for Operation Barbarossa, with the highest priorities in all areas civilian and military, he will coordinate this effort with General Guderian.

Hitler has ordered a doubling of Panzer divisions to 20.

On Guderian’s recommendation he has also ordered the number of Motorized Infantry divisions also upped to 20, and ordered the PzMk III up-gunned to a 5cmL/42 gun.

Speer has preformed miracles of organization and the German factories have produced 2,900 more AFV’s, and 12,000 trucks and halftracks that were not available in OTL. With this production, along with British and Italian vehicles, the Panzer and Motorized Infantry divisions are reasonably well equipped, though a potential logistics nightmare. As the majority of the additional tanks are the newer Mk IVs, StugsIII’s, or up-gunned Mk IIIs, the Panzer formations are much deadlier.


(Note: some 10% of the crewmen staffing the expanded Panzer divisions are experienced French ‘volunteers’, who under went crash language programs.)


For Stalin it just gets worse and worse. He had been appalled by the quick collapse of France and Dunkirk. And further horrified by the subsequent British debacle in the Mediterranean, North Africa and Middle East. He had to be hospitalized after the Accord was announced. He feels his only hope is to attack Hitler as soon as possible. His Generals say they can be in position and ready shortly after the spring rains, sometime in mid June.

        ATL Stalin knows for sure the blow is coming and is preparing to attack Germany. He’s trying to beat Hitler to the gun and scared to death he can’t do so. Simultaneous and contradictory orders to ready for both the coming offensive and to maximize the defense, are leaving his officers confused, sometimes disorganized and dangerously exposed in forward positions if attacked first.


        Unfortunately for the Russians they are facing a different, deadlier Whermacht. The augmented German forces are disposed similar to OTL with the same commanders. The exception is Army Group North where Field Marshall Rommel, is in command of Panzer Group IV, fresh off his African triumphs.


        Hitler beat Stalin to the gun and Barbarossa jumped off June 12th with 3.3+ million men on the front, over 6,000 tanks, and 4,500 aircraft. This was the biggest invasion ever seen, the world indeed held it’s breath.


            ORDER OF BATTLE



        Panzer Group IV- Rommel

                30 Divisions- Including 3 Panzer & 3 Motorized Inf.



        Panzer Group III- Hoth

        Panzer Group II - Guderian

                54 Divisions- Including 11 Panzer & 11 Motorized Inf.



        Panzer Group I  - Kleist

                45 Divisions- Including 5 Panzer & 5 Motorized Inf.


        Reserve Group Center-10 Divisions- Including 1 Panzer & 1 Motorized Inf. (Note ATL: That many 2nd & 3rd rate infantry Divisions are partially or completely made up of non-German Axis forces)


        There was also marshaled in northern Iraq a 500,000 man Axis force. Mostly made up of Italians it was designated Army Group Iraq. This force’s job was to protect the Mideast from any Russian advance and to tie down Russian forces with a feint toward the Caucasus from the South at the outset of Barbarossa. 



German progress in the North


Rommell takes advantage (6/16) of the seizing of an intact bridge over the Divina at Dvinsk and speeds to Leningrad. Four days later he’s at Pskov and the speed of his advance has completely broken down Soviet command and control and cut off the Soviet forces southwest of Pskov. By 7/7 he’s attacking Leningrad from the south as the Fins hit from the North. By 7/11 the fighting is house to house and Rommel’s 3 Panzer divisions along with the 3 Motorized Infantry divisions are ordered south.


Rommel, w/staff, heads south ahead of his Panzer Group and takes command of the Reserve Group Center. He attacks and takes Roslavl on 7/18.

By 7/29 Panzer Group IV has moved south and joined Rommel’s command. Re-named Army Group Rommel, he now has 16 divisions- 4 Panzer, 4 Motorized Inf., and 8 Inf. under his command. He hits and takes Gomel 8/2.


Army Group Rommel participates in a joint attack with Army Group South in Aug. on the Kiev pocket, then drives east between armies Center & South and takes Karkov on Sept 8th.  He takes rest of Sept. to reduce area and re-supply.


 The Russians with the fall of Leningrad, Moscow, and with most of the Ukrain over run, are now a disorganized rabble just trying to escape to the east. They fight only when cornered or just give up. They’re severely short on everything and there is no command or control.


Rommel in Oct. & Nov. begs as much supply as he can. He moves to Voronezh and picks up the Panzer and Motorized Inf. that Guderian left there. Army Group Rommel now has 5 Panzer & 5 Motorized Inf. Divisions. He can adequately supply only two of each, but it’s enough against the desperate Russians. He attacks to Saratov & Kazan then closes the wings at Ulyanovsk to form the Volga Pocket in mid Dec. After the pocket is reduced another 140,000 Russians go into the bag. Out of supply and exhausted he’ll winter here on the Volga Line.



German progress Army Group Center  


A vast pocket is formed at Somelensk 6/22 as Guderian and Hoth’s panzer armies link.  As in OTL Stalin is a wreck; Soviet communications and central command structure have completely broken down. The Somelensk pocket is reduced by 7/1. This opening battle of Operation Barbarossa takes a staggering 680,000 prisoners, over 6,000 tanks, and 5,000 guns.


On July 2nd Hitler receives a decoded Turkish report that quotes Stalin as having already written off Leningrad, Minsk, Kiev, and Moscow.


On 7/3 Hoth and Guderian jump for the Moscow/Gorki space. By the 20th of July the Moscow/Gorky pocket has been formed and is reduced by the end of the month.

 By the end of July Army Group Center has (killed, wounded, or captured) over 1,435,000 Russian soldiers, whereas German losses were only 89,456.


Tens of thousands of Russians stream through the porous German lines. Stalin was captured trying to escape from Moscow and was shot 7/22.


By the end of July- Finland, Slovakia, Vichy France, and Hungary have all decaled war on Soviet Russia.


The Russian army is disintegrating. Zukov has taken control and he is the only thing holding it together. Any counter offensive is impossible in the chaos and lack of communication. With the loss of Moscow, Russia’s transportation hub, effective supply and troop movement is impossible. The only hope for the Russian Army to survive is to fall back to the Urals and try and form a defensive line there over the winter.


Aug.-Sept.- Hoth’s army will slowly refit as most of the fresh supply is going

south. Sept., Nov., Dec. he will pacify Moscow/Gorki space and raid and bomb to the Urals.


Guderian’s Panzer Group II will get the bulk of supply and heads south on the west side of the Don to Orel, Kursk, and Voronezh, forming a pocket that nets an additional 180,000 fleeing Russians. He detaches 1 Panzer Division and 1 Motorized Inf. Div. at Voronezh to block west Aug10th.

 By Aug. 22nd a reprovisioned Guderian attacks south along the Volga to Stalingrad. He hits, takes, and pacifies it in October. During Nov. & Dec. he raids south to Askrakhan and Grozney, and re-fits rest of winter.




Army Group South makes good progress against the numerically superior Russian forces and has captured much of area west of the Dniepr in July and participates in the successful attack on Kiev with Army Group Rommel in Aug.

General Rundstedt continues east in Sept. and has control of the Donnets Basin by the end of the month.

Short of supply and with increasingly wet weather, he is stalled in Oct.

In Nov. he pushes into the Crimea and captures Rostov.

By Dec. he has control of the Don Basin and has linked up with Guderian’s army.

Meanwhile forward elements raid south to the Maikop oil fields and take Kras, which seals the Crimea.



Army Group Iraq made their feint to the Cacusus as planed. With light engagements they pin down a sizable Russian army while the Germans slam the back door in the north. German bombers conduct raids on Baku for a few months, and then stop when the capture of Stalingrad looks imminent.


In Dec. Zukov asks for peace terms and is rebuffed.


In the Far East Hitler had expected the Japanese to attack Russia with the advent of Barbarossa and they had not. This has soured him on his Axis Ally.


With no Pearl Harbor there is no American entry into the war.

Without Pearl Harbor, the nut job, Hitler avoids the colossal blunder of a gratuitous declaration of war on the USA.

Without Japan’s entry into the war Russia can now be supplied cash and carry through Vladivostok. Japan objects to this but is not inclined to take on the combined navies of the Pacific Defense Pact countries.

ATL in America the A-bomb project will proceed much slower with no entry into the war, as will general war preparation and production.

Soviet spy papers were found in Moscow in Sept. concerning the American A-bomb project. This will cause Hitler to place an emphasis on his own A-bomb that was lacking at this stage in OTL. The information contained in the papers will prove valuable to the German scientists, as the American project is much further along than theirs. Also Hitler’s resources are much greater than OTL.


Axis casualties for Operation Barbarossa are right at 500,000, with about 95% of that being German.

The Germans could only estimate Russian Military Casualties at over 3,000,000.

The scope of civilian casualties was not even contemplated.


Hundreds of thousands of Russians were conscripted as slave labor and will be sent all over Hitler’s empire.

Hitler was all for letting them die of exposure, disease, and malnutrition along with the Jews and other undesirables. But Speer notes that trains moving west are half empty and this offends this man of efficiency. He convinces Hitler to think of them as a resource. Shipped west in boxcars with no food and watered like cattle, many die in transit. Those that survive will be worked to death.

The only Russians treated halfway decently are blue eyed and blond haired, as Hitler thinks of them as racially acceptable.


What was Russia must be cleansed of the Slav race.



What else?


Well Churchill has been frantically arming and is of course worried that Hitler won’t keep his word. He has been in back channel contact with Zukov telling him, that if he can hold out until the Accord provisions are met, that Britain intends to come back into the war. Zukov is suspicious, in the extreme, of Churchill’s intentions.


The Soviets have been moving factories east frantically since the start of Barbarossa, but due to the greater speed of advance this has been nowhere as successful as in OTL. With virtually all food and supply going to the Army and the effort, millions of Russians will die this winter.


The T-34 was the same nasty surprise and the Mk IV is up-gunned and the Panther conceived.



Hitler has been trying to decide what he wants to change the names of Moscow, Lenningrad, and Stalingrad to. Oh and what about Vladivostok?




                                                  End Part 3



















































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