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British Prime Minister Winston Churchill had many compelling arguments for invading Iraq in May 1941, several of which today seem remarkably contemporary. Since October 1939, Baghdad had become the residence of the grand mufti of Jerusalem, Hajj Amin al-Husaini, a charismatic, soft-spoken, blue-eyed, Jew-baiting archenemy of British policy in Palestine and a colleague of Heinrich Himmler. The grand mufti had been welcomed by Prime Minister Rashid Ali al-Kailani, a lawyer, Arab nationalist, and founder of the Hizb al-Ikha, or Brotherhood Party, and the leaders of the “Golden Square,” a clique of Pan-Arabic colonels who acted as self-appointed arbiters of Iraqi politics.

The government of Iraq’s four-year-old King Faisal II, directed by his uncle Abd al-Ilah, who served as regent, was pro-British but feeble. On April 1, 1941, the Golden Square sent the regent packing. Coups directed against prime ministers had been a recurrent, even predictable feature of Iraqi politics since 1936, but this one directed at the regent constituted a first.

The last thing that Churchill wanted in the spring of 1941 was an unstable Iraq, at the very moment his hands were full with other genuine crises. In the first week of April, German forces had thundered through Yugoslavia and into Greece, forcing the British to coordinate the evacuation of three divisions and an armored brigade from Greece as well as prepare Crete’s defenses to withstand an imminent German airborne invasion, predicted by Ultra intelligence. The British were heavily invested in a campaign to drive Italian forces from East Africa. Furthermore, Erwin Rommel had launched a surprise March attack into Cyrenaica with a reinforced German division and four divisions from Italy. Their drive to the Egyptian frontier had left thirty-six thousand British troops marooned at Tobruk.

The coup in Baghdad threatened British interests for at least three reasons. It severed the vital air link, and a supplemental land route, between India and the eastern Mediterranean. Basra especially, in Churchill’s mind, offered a strategic base of key importance, “in view of the undoubted Eastern trend of the war.” More important, pipelines running from the Kirkuk oil fields in northern Iraq to Haifa fueled Britain’s war machine. Churchill feared that an Iraq in the hands of Rashid Ali and the Golden Square, working with the Axis Armistice Commission in Syria and a very active Italian legation in Baghdad, would promote mischief in Iran and in the Vichy-dominated Levant. If Britain’s position in the Middle East unraveled, Churchill’s Mediterranean strategy would collapse. In Churchill’s mind, the time for patient diplomacy had passed.

This change did not come as good news to Britain’s harassed Middle East commander in chief, General Sir Archibald Wavell. In fact, by the spring of 1941, the relationship between “Archie” Wavell and Churchill had settled into one of fragile antipathy. Why this should be so is puzzling at first glance. Both were men of aristocratic lineage. Each was a veteran of the Boer War and World War I, in which Wavell had lost an eye. Each was an author and historian, and each prided himself on his prodigious memory and command of detail. Both realized they were fighting a world conflict, one that required difficult strategic choices. Each had a powerful mind, with a proclivity for unorthodox solutions tempered by common sense.

In part, the absence of entente between the two men was just bad luck and bad timing. Churchill liked winners, and Wavell’s fate throughout the war was to be hurled into situations where the enemy controlled the initiative. Yet Wavell’s detractors fault him for underestimating Rommel and then mishandling the British response to the first German offensive into Cyrenaica by attempting to micromanage his commanders.

Though regarded as one of the British army’s premier trainers of soldiers, Wavell was too cerebral, too taciturn for a prime minister who required enthusiasm from his field commanders. Churchill was drawn inexorably to risk takers, men who led from the front, who burned to come to grips with the enemy. Wavell approached his duties with the detached serenity of a career civil servant. He was, above all, a meticulous planner with talent for administrative detail, more attuned to the complexities of an operation than to its visionary possibilities.

The British strategist and writer Sir Basil Liddell Hart believed that, at 58 in 1941, his close friend Wavell was just too old for the job. But it may have been that Wavell was a soldier faute de mieux: “My trouble,” Wavell once confessed to Lieutenant General Sir Henry Pownall, “is that I am not really interested in war.” Wavell carried an air of silent melancholy. Historian Alan Moorehead, who greatly admired Wavell’s soldierly qualities, described him as a man with no small talk whose deeply lined and tanned face invariably remained “as expressionless as a statue,” whatever the occasion.

To be fair to Wavell, Churchill was not the easiest of bosses. The prime minister had never fully trusted his commander after Wavell, hoping to avoid Churchill’s meddling, neglected to reveal his plan to attack the Italians in the autumn of 1940. Directives from No. 10 Downing Street, three thousand miles away, laying out the tactical and operational dispositions his commander should adopt in often-excruciating detail, fell on GHQ Middle East with a frequency rivaling that of German bombs on London.

Churchill’s micromanagement exasperated rather than energized his subordinates. The elaborate war-directing machinery of the imperial general staff that eventually cushioned commanders from the full brunt of Churchill’s mulish enthusiasms existed only in embryonic form in 1941. Churchill’s experience in managing vast military bureaucracies, and the perspective his studies of military history had given him, encouraged his notorious tendency to bully his military commanders and to meddle in spheres of activity more properly the preserve of the military chiefs.

Churchill’s senior commanders often viewed his strategic decisions as eccentric. They complained that their boss had no concept of the constraints that operational limitations imposed on his choices. Of no theater was this truer than in the Mediterranean, which boasted a selection of options rich enough to befuddle the most discerning strategist.

However, study and experience had taught the prime minister to respect French Premier Georges Clemenceau’s dictum that “war is too important to be left to generals.” He refused to defer to the “expertise” of a military organization shaped—experience had taught him—by a “whole habit of mind…based on subordination of opinion.” Fear of failure made military men risk-averse and conservative, reluctant to act until the battlefield was perfectly prepared by fire and maneuver. For this reason, he drove his generals to act and then questioned, prodded, interfered, and second-guessed their decisions, often based on his cursory and imperfect reading of Ultra intercepts. They, in turn, resented his energy, complained about his ignorance of military affairs, and stonewalled his projects.

The warlord on a quest for the perpetual offensive, the commander in chief at the epicenter of vast armies and navies, found Wavell unimaginative and reluctant to grasp the importance of what to Churchill seemed a dangerous turn of events in Baghdad. It was one of Churchill’s great strengths as a strategist that he saw the eastern Mediterranean, in particular Egypt, as a place where Britain might confront the Axis at a relative advantage. He also recognized, as Harold Raugh Jr. wrote in Wavell in the Middle East 1939-1941, that the loss of Suez would constitute a catastrophe beyond contemplation, “second only to a successful invasion and final conquest” of the United Kingdom. Therefore, he was prepared to invest Britain’s scant military resources there in the hope of producing incremental success, at a time when conventional wisdom called for hoarding forces in Britain against an expected German invasion. Success in the Mediterranean would sustain his population by holding out hope of ultimate victory, intimidate potential adversaries like Spain’s Francisco Franco, and further persuade the pro-British camp in the United States that Britain was a worthy ally just as joint staff talks were to get underway.

To realize his Mediterranean strategy, Churchill required a general who grasped the prime minister’s vision of war being “a contest of wills,” aggressive enough to squeeze strategic advantage from the military assets Churchill could send to Egypt only by dint of huge effort. In truth, Wavell was not that man. The responsibility for a command that covered more than three million square miles from Cyprus to British Somaliland, from Iraq to Egypt, with barely ninety thousand men to garrison it, overwhelmed him.

In May 1941, the Axis retained the strategic initiative. The British were in a reactive mode, and the prospect of shifting British troops to put down a rebellion in Iraq when Wavell was trying to clean the Italians out of Abyssinia and defend Crete would leave him seriously embarrassed in Egypt.

Wavell should not have been surprised that Churchill ordered a regime change in Baghdad at this critical period in the war. After all, as colonial secretary, Churchill had played midwife to the birth of the Kingdom of Iraq at the 1921 Cairo Conference. Why the British ever thought that the three million inhabitants of the Ottoman provinces of Mosul, Baghdad, and Basra could be welded into a nation is as mysterious now as then, since practically the only thing these entities shared was geographic contiguity. It is possible that no three other Ottoman provinces offered such a confusion of ethnic, linguistic, and religious diversity, tribal confederations and complex kinship identities, powerful families, sheiks, imams, religious orders, and holy cities as did those joined by British mandate to form Iraq.

Reading history backwards from the perspective of 1941, it would be tempting to argue that, for Churchill, Iraq’s potential political frailties were trumped by oil. The discovery of oil in Persia in 1908 created the impetus for oil exploration in the Middle East. From the moment he assumed the helm of the Royal Navy as first lord of the Admiralty in 1911, Churchill declared that oil was the key to Britain’s continued maritime dominance. He sponsored a 1913 navy-led expedition to the Persian Gulf to investigate the region’s oil possibilities, the same year that Kuwait signed a secret deal pledging its oil to London. As the Central Powers collapsed in October 1918, British Foreign Secretary Arthur James Balfour enthused that Mesopotamia might well comprise “almost the most important oilfield in the world.” The strategic advantage that oil brought to Britain in the eastern Mediterranean in World War II was critical: While British forces backed up to tremendous oil reserves, Axis oil from Ploesti in Romania had to run a gantlet of submarines, planes, and warships to arrive—if it arrived—in North Africa.

But in 1921, oil acted as the mandate’s enabler rather than its raison d’être. For imperial strategists, Iraq’s primary importance was as a strategic link in a British Empire air route that stretched from London to Australia. In this imperial context, oil served two functions: first, to provide revenue to finance the mandate and stabilize King Amir Faisal’s regime; second, to leverage U.S. support for the mandate, and for British imperialism generally, by granting oil concessions to American petroleum companies in keeping with Washington’s “open door” policy.

But oil failed to compensate for Iraq’s frailties. Istanbul, which viewed Mesopotamia as a frontier region, never treated the three Ottoman provinces as a single unit. Militarily weak and beset by frequent rebellions there, the Ottomans had perfected the art of ruling through the manipulation of factionalism and rivalries among the various tribal, ethnic, and religious groups, and building clientele networks, a legacy that survived their departure. As no internal momentum to build national unity existed, the impetus had to come from outside.

The British mandate was not destined to be rejected out of hand. Ottoman calls for a jihad against the invading infidels had fallen flat as the Mesopotamian Expeditionary Force seized Basra in April 1915, toiled into Baghdad in March 1917, and forced the surrender of Mosul in November 1918. An Anglo-French declaration of November 1918 that promised self-rule to the former provinces of the Ottoman Empire encouraged those “Iraqis” who had joined Amir Faisal in Damascus to work with Britain to forge the provinces of Mosul, Baghdad, and Basra into a single mandate. They did so over the protests of Turkey, which argued that Mosul had never been part of Mesopotamia—only in 1926 did Mosul officially join the kingdom, in part to increase the percentage of Sunni Muslims.

As the British administration took shape, the majority Shiite Muslims, historically aloof from an Ottoman government that they believed to be doctrinally repulsive and politically illegitimate, as well as Assyrians, Kurds, Turkomans, Christians, Jews, Yazidi, and Sabaeans, were passed over as potential collaborators in building the state of Iraq, in favor of Sunni Arabs. The rationale was that although Sunnis constituted only twenty percent of the population of Iraq, they represent a majority in the Arab world. Besides, the Shiites, nursing grievances dating from the seventh century and suspect as proxy subjects of Persia, traditionally boycotted government, preferring to assemble around their own shrines and imams. These decisions generated a formula for sectarian rule and strife that, by the summer of 1920, had produced open revolt among the Shiites and briefly in some Sunni regions such as Fallujah.

Troops imported from India smothered an uncoordinated rebellion, fueled mainly by local issues, by October 1920. Nevertheless, the 1920 rebellion allowed regional and minority groups to advance claims of a founding role in the Iraqi state. While defeated militarily, their social, economic, and religious networks remained intact, and they had acquired in the process a deep resentment of the Sunni political rule from Baghdad.

In fact, it was the British who founded the Iraqi state, determined its boundaries, defined its institutions, and selected its leadership, a fact that even independence would not change. In November 1920, British administrators formed a government dominated by ex-Ottoman officials, provoking derision among Iraqis, who jeered, “Because of a lack of horses, they put saddles on the dogs.” An army was established around a nucleus of six hundred Sunni veterans of the Ottoman army. Most were of modest origins, saw the army as a vehicle for exerting influence in a state in which they would otherwise be outsiders, and had bought into the Young Turk vision— one plagiarized from the French—that national modernization, unity, and sovereignty were best forged and secured by a large conscript force. They immediately locked horns with British administrators who opposed conscription as an Ottoman concept beyond the means of the fledgling Iraqi state, one likely to provoke violent opposition from Shiites and Kurds.

The lucky monarch chosen in Cairo by Churchill to reign over this counterfeit nation was the thirty-six-year-old Hashemite Amir Faisal. Faisal was selected over his more popular brother Abdullah, chosen instead to rule Transjordan, largely because he came highly recommended by T.E. Lawrence as an “active and inspiring personality” who “could pull together the scattered elements of a backward and half-civilized country.”

Faisal had his work cut out for him. His leadership of the Arab Revolt in the Great War gave him great credibility with the British. However, few Iraqis had even heard of him and fewer still understood why this import from the Arabian Peninsula should be appointed to rule them. An astute man, Faisal managed to earn a degree of legitimacy by co-opting individuals and groups into the Iraqi state through patronage, and by protesting British-imposed limits on Iraqi sovereignty, especially in financial, foreign policy, and security matters. Faisal also reaped much of the credit when, in 1932, London ended its mandate, making Iraq the first of the former Turkish colonies in the Middle East to gain independence.

Sovereignty did not curtail the British presence in Iraq, however. British companies remained prominent, foremost among them the Iraq Petroleum Co., registered in London and dominated by British interests, which won exclusive rights to exploit Kirkuk’s oil fields. These rich resources came on stream in 1934. London retained the option to move troops through Iraq as they traveled between India and Palestine and the Suez Canal. Baghdad pledged to “give all aid, including the use of railways, rivers, ports and airfields,” in the event of war. It also undertook to provide internal security, especially to protect the vital pipelines that ran from the Mosul and Kirkuk oil fields of northern Iraq to Haifa on the Mediterranean coast.

The treaty was not popular, but Iraqis considered it London’s price for sponsoring Baghdad’s membership in the League of Nations. One of the more extravagant post–World War I brainstorms, a variation of Italian General Giulio Douhet’s “shock and awe” air power theories, held that colonies could be policed from the air. Caught up in this mood, in 1921 Churchill had caused more than a few eyebrows to arch in Cairo when he waived the opportunity to post British garrisons in Iraq, thereby sparing the Exchequer twenty-five million pounds in annual occupation costs. Instead, British interests in Iraq were to be secured by two diminutive RAF bases: lily pads of British presence at Shaibah, close to the southern port of Basra, and another at Habbaniya, at the base of what in a new century is called the Sunni Triangle, on the Euphrates about fifty miles west of Baghdad. Here, in comfortable, tree-shaded cantonments, air officers exiled to “Messpot” played cricket and polo. They and their servant-pampered wives took tea at four and gathered at the club for sundowners soon after.

The British boasted that they had liberated Mesopotamia from the Turks, endowed it with civilizing institutions, watched over its security, and contributed to its economic development. Iraqis, however, saw British imperialism simply as an internationally sanctioned smash-and-grab mugging that masqueraded as a “civilizing mission.” Nationalist army officers especially begrudged Britain’s supercilious imperialism, took offense at London’s refusal to arm their forces adequately, and were enraged by British-sanctioned Zionist emigration into Palestine. Nevertheless, little could be done to rein in the military in a monarchy utterly dependent on the army to keep order in a country where tribesmen were better armed than the central state.

In the tumultuous politics of 1930s Iraq, the Golden Square kept a wary eye on the monarchy, especially after Faisal’s son Ghazi replaced him in 1933. Ghazi curried favor with the military by staking an Iraqi claim to Kuwait, allowing them to push through their conscription project, and introducing military training into a revamped education system that emphasized the virtues of discipline and obedience within a context of pan-Arab nationalism.

As a consequence of Iraq’s colonial history, its ethnic and religious divisions, the weakness of the monarchy, and the ambitions of the military, the most vibrant activity in Iraq between the wars was provincial unrest. Iraq simply could not evolve a secular ideology that would minimize sectarian identities accentuated by struggles among communitarian leaders to access the levers of power and patronage in Baghdad. The Depression catapulted swarms of ruined peasants into Baghdad’s slums and provoked social unrest among out-of-work artisans and textile workers. In 1931 the Royal Air Force had intervened to assist the Iraqi army in suppressing a Kurdish revolt. The military crushed both the 1933 Assyrian rebellion and those of the tribes in 1935-36, actions that it leveraged to assert its indispensability to the survival of the state. From 1936, no Iraqi prime minister governed without the consent of the military.

Iraqi distrust of London caused many in Baghdad to attribute Ghazi’s 1939 death in an automobile accident to a British plot. Ghazi’s demise cleared the way for the Golden Square to act as Iraq’s principal power broker.

In September 1939, Iraqi Prime Minister Nuri as-Said followed London’s demands that Baghdad sever relations with Berlin, intern Germans, and give Britain all the support stipulated in their treaty. But Nuri’s pro-British policy was unpopular in the army, which forced him to resign in March 1940. Rashid Ali replaced him. He was hardly in power when the British discovered that the Iraqi army was training a unit of Palestinians and Iraqis to fight for the grand mufti of Jerusalem.

The British ambassador to Baghdad reported that so long as London refused to adopt a more pro-Arab policy in Palestine, then “in Iraq, we get the disadvantages.” Those disadvantages included rampant pan-Arab nationalism among Iraqi officers, the grand mufti’s intrigues and propaganda, and tensions created by Rashid Ali’s anti-British posturing that brought Iraq to the brink of civil war—never a difficult accomplishment. In January 1941, the British pressured Rashid Ali to retire and brought back Nuri.

On the night of March 31–April 1, 1941, tipped off that army units were preparing to surround the palace, the regent Abd al-Ilah escaped across the Tigris in a motorboat and made his way to the RAF base at Habbaniya. From there, the British flew him to Basra and asylum aboard HMS Cockchafer. On April 3, Rashid Ali proclaimed the National Defense Government. He sent a note to the British ambassador warning against any intervention in Iraq’s internal affairs and dispatched a force to Basra to keep the British from landing troops there.

In Wavell’s view, even if he’d had the troops to spare, this was hardly the moment to stoke volatile Arab opinion with an ill-advised intervention in Iraq. But in the spring of 1941, Churchill was beyond temporizing. He had chosen to make a major military commitment to the eastern Mediterranean, against the advice of his service chiefs, and was determined to see it through.

The Defence Committee in London, armed with Ultra intercepts of Iraqi pleas for Axis support funneled through the Italian legation in Baghdad, and worried by the grand mufti’s broadcasts calling for a jihad against “the greatest foe of Islam,” pressed Wavell to act before the Axis could marshal support for Rashid Ali. For his part, the commander in chief Middle East argued that London should accept a Turkish offer to mediate the crisis. This would achieve a cessation of hostilities against Rashid Ali’s promise that Axis forces would not be allowed into Iraq.

Churchill, who believed the prospect of Turkish mediation was merely a Rashid Ali ruse to gain time, rejected this option out of hand, but left open the alternative of ceding Mosul to Turkey as an enticement to Ankara to join the war on Britain’s side. Profuse Axis propaganda extolling Rashid Ali gave the impression that the new Iraqi prime minister had coordinated his coup with Berlin and Rome. The British prime minister had no intention of giving the new regime time to pull in Axis reinforcements or to encourage imitators among nationalist army officers and the grand mufti’s supporters in Egypt.

On the orders of the chiefs of staff, on April 10 Delhi diverted a brigade group originally destined for Malaya to Basra, the vanguard of the 10th Indian Division. The British flew 390 infantrymen of the King’s Own Royal Regiment to Habbaniya from Karachi starting on April 13, and a flotilla of seven British warships including the light aircraft carrier Hermes appeared off Basra. On April 16 the British ambassador newly arrived in Baghdad, Sir Kinahan Cornwallis, informed Rashid Ali that Britain intended to avail itself of the provisions of the 1930 treaty allowing passage of British forces through Iraq. That declaration of intent preceded by a day the arrival in Basra of the 20th Indian Brigade, the 3rd Field Regiment Royal Artillery, and the headquarters of the 10th Indian Division. On April 29, 230 British dependents were flown from Baghdad to Habbaniya.

Rashid Ali preferred to avoid a showdown with the British until he could solidify Axis support, but he now concluded that time was no longer on his side. He realized Britain’s intent was clearly to reinforce its garrisons in Iraq, not move troops through the country. Consequently, on April 30 he issued a declaration forbidding further British troops from arriving in Basra.

That night, the embassy informed the command at Habbaniya that troops were marching with artillery westward from Baghdad. In London, the April 30 news that a large Iraqi force had invested Habbaniya caused the chiefs of staff to exult that their intervention in Basra had caused Rashid Ali’s “plot” to “go off at half-cock” before the Axis could organize military support for the Iraqi regime. In the short term, however, it was unclear who had preempted whom.

Habbaniya’s neat rows of hangars and warehouses bordering a runway housed No. 4 Service Flying Training School, comprising a thousand airmen supported by nine thousand civilians, many of them British dependents, ensconced in a tree-shaded cantonment on base. Beyond the Euphrates, a treeless desert stretched to the horizon. Whatever Habbaniya’s merits as an air base, it offered poor defenses against a ground attack. Overlooked by a plateau between one hundred and two hundred feet high, its defenses consisted of a seven-mile-long iron fence guarded by a constabulary of twelve hundred largely Assyrian levies, regarded as disloyal by Iraqi nationalists, backed by a fleet of armored cars, all under the command of a British lieutenant colonel. A colonel from the staff of the 10th Indian Division came with reinforcements of the King’s Own Royal Regiment to take charge of the land forces. However, any attacker with even a poor command of tactics would realize that eliminating Habbaniya’s single conspicuous water tower or its power station would instantly compromise the garrison’s powers of resistance.

Habbaniya’s best defense lay with air power. But even this was limited by the abilities of half-trained students piloting a heterogeneous fleet of seventy-eight mostly obsolete biplane trainers— Hawker Audaxes, Fairey Gordons, Airspeed Oxfords, Gloster Gladiators, Hawker Harts, and one Bristol Blenheim I bomber. Organized into four squadrons, some of these planes were hastily rigged to carry bombloads as small as twenty pounds, hardly more than air-dropped grenades. As the situation in Iraq had worsened, the student pilots busied themselves practicing bombing and aerial gunnery. A squadron of obsolete Vickers Vincent bombers was also on standby at Shaibah, near Basra.

Against this, the Iraqi air force, flying from Rashid outside of Baghdad, could field fifty or sixty planes, some of them more modern than those of the RAF. Fortunately for the British, eight Vickers Wellington medium bombers, each capable of delivering a forty-five-hundred-pound bombload, arrived at Shaibah from Egypt, along with a few Gladiators and Hawker Hurricane fighters, the latter warhorses of the Battle of Britain. This gave the British some measure of protection when two battalions of Iraqi troops invested the base on April 30.

The steady buildup of Iraqi forces outside the base to brigade size led the commander at Habbaniya, Air Vice-Marshal Harry G. Smart, after consultation with the ambassador, to conclude that attack was the best form of defense. At 5 A.M. on May 2, Wellingtons from Shaibah joined every available plane at Habbaniya to attack the Iraqis, who replied by unleashing an artillery barrage on Habbaniya that destroyed some of the British aircraft on the ground. Pilots of the Iraqi air force gave a good account of themselves, especially against ill-prepared student airmen in their trainers. Even so, the first day went fairly well for the British. Although they lost some planes and Iraqi siege forces had built up to brigade strength, Iraqi artillery fire had been inaccurate and their infantry showed no signs of attacking.

As a consequence, the air battle the next day was directed at the Iraqi air base at Rashid, against the lines of communication of the besieging force, and at artillery positions on the Habbaniya plateau. These attacks continued on May 4 and 5, and were extended after small, fast twin-engine Blenheim medium bombers carrying thousand-pound bombloads, escorted by Hurricane fighters, arrived from Egypt to saturate airfields at Baghdad and at Mosul, where a small Luftwaffe contingent had set up operations. Night raids by troops of the King’s Own Royal Regiment supplemented them.

On the morning of May 6, the British awoke to the realization that the besieging Iraqi troops had decamped. The RAF and British pursuit troops in armored cars transformed any equipment that was not abandoned in place into a wake of burning trucks and exploding ammunition dumps along the Baghdad road. They also bombed and strafed an Iraqi relief column moving toward Habbaniya from Fallujah into confusion and retreat.

Thus far, the action taken to save Habbaniya had been orchestrated from India. Now the Defence Committee ordered Middle East Command to assume control of operations. Wavell resisted, arguing to no avail the risks of denuding Palestine and Transjordan of its already overstretched and under-armed garrison to invade Iraq, and reiterating the benefits of Turkish mediation. London insisted that Axis designs in Iraq in particular, and the Middle East in general, must be preempted.

On May 5, Wavell’s birthday, he received the gift of com- mand of British forces in northern Iraq. Three days later Basra was included. Reluctantly, the Middle East commander assembled a scratch “motorized brigade” in Palestine composed of the 1st Cavalry Division, one field regiment, one truck-borne infantry battalion, three mechanized squadrons of the Transjordan Frontier Force, and an assortment of support units. He placed the expeditionary brigade, dubbed Habforce, under the command of Major General J.G.W. Clark and pointed it toward Baghdad.

Had the Iraqis but known, the fifty-eight hundred men of Habforce were hardly in a position to strike terror in the hearts of the Golden Square. The 1st Cavalry Division was a hollow unit, cannibalized for replacements, and without support or medical services, artillery, or anti-aircraft guns. All of its squadrons save one were still mounted on horses. The Transjordan Frontier Force was a glorified gendarmerie organized in the 1920s to police the desert tribes, and eventually to control communal violence in Palestine. At the outbreak of war, the force adopted a regimental structure, but it was ill-disciplined and politically unreliable. When Churchill, already exasperated by the tone of Wavell’s dispatches, learned of the lack of preparation to intervene in Iraq, he came close to sacking his Middle East commander and might have done so had it not meant making Wavell appear to be the scapegoat for Churchill’s decision to defend Greece.

Fortunately for the British, the quality of their opposition was hardly first class. Churchill’s preventive invasion of Iraq caught Berlin without a policy toward the Arabs, mainly because German diplomats and soldiers were divided over the issue of exploiting Arab nationalism. The German foreign office had been in contact with Jerusalem’s grand mufti but, in keeping with Adolf Hitler’s views, preferred to allow the Italians to formulate policy for the Mediterranean and Middle East.

The Wehrmacht high command, whose views on Italian competence are unprintable, generally favored actively supporting Arab nationalist movements to undermine Britain’s military position in the Middle East. Nevertheless, the Iraqi rebellion caught the German generals at an inopportune time as they labored to wrap up the campaign in the Balkans and Greece, organize the parachute drop in Crete, and put the finishing touches on Barbarossa, the invasion of the Soviet Union scheduled for June 1941.

French Admiral Jean Darlan, still burning with resentment over the Royal Navy’s July 1940 attack on the French Mediterranean fleet lying at anchor at Mers-el-Kébir, the port of Oran, offered to release Vichy war stocks in Syria, including aircraft. He was prepared to permit passage of German war materiel through Syria and provide a Syrian air link so that the Germans could support Rashid Ali from Axis-occupied Rhodes. Unfortunately for Berlin, by the time Hitler had been moved to declare that “the Arab liberation movement is our natural ally,” Churchill had preempted Axis intervention. Nor did the Iraqis further their own cause when they mistakenly shot down the plane of Major Axel von Blomberg, the German liaison sent to coordinate military support. Nevertheless, Dr. Rudolf Rahn, the German representative on the Italian Armistice Commission in Syria, ran about four trainloads of arms, munitions, and spare parts to the Iraqis through Turkey and Syria before the British blew up the railroad bridge at Tel Kotchek on the Syrian border, northwest of Mosul. Approximately thirty German aircraft and a handful of Italian planes reached Mosul.

Meanwhile, in Transjordan, Habforce was so slow to mobilize, so equipment poor, and so bereft of desert experience that a two-thousand-man flying column was organized to spearhead the invasion. It was christened Kingcol in honor of its commander, Brigadier J.J. Kingstone. Kingcol got off to a bad start when the mechanized regiment of the Transjordan Frontier Force refused to cross the frontier into Iraq, and had to be sidelined. The Arab Legion under its legendary commander John Bagot Glubb, better known as Glubb Pasha, on loan to the British from Emir Abdulla of Transjordan, proved more reliable. Armed with WWI-vintage rifles and Vickers and Lewis machine guns mounted on Ford trucks, roughly 350 Arab Legionnaires proved invaluable as scouts and negotiators during a week-long march across five hundred miles of searing desert.

The first obstacle to the advance was an Iraqi garrison at Rutbah, a collection of mud huts etched into a blasted wilderness ninety miles into Iraq at a point where the road met the oil pipeline. Rutbah’s troops resisted at first, but after an encounter with Blenheim bombers, they decamped on May 11 at the sight of an RAF armored car company.

The route from Rutbah to Habbaniya was more problematic because the Iraqis had opened the dikes on the Euphrates, flooding the road that went through Ramadi. This forced Kingcol to detour around Habbaniya Lake, avoid Ramadi, and approach Habbaniya from the south. German aircraft attacked Kingcol as it left Rutbah in 120-degree heat. But the biggest obstacle confronting the British advance was soft sand, through which Kingstone’s ill-adapted three-ton supply trucks could not pass. Here again, Arab Legion scouts proved invaluable in finding the best route of advance. Despite Luftwaffe bombing and wide detours to avoid sand and water, Kingcol reached Habbaniya on May 18, the same day that Air Vice-Marshal J.H. D’Albiac arrived from Greece to coordinate the air campaign. RAF bombers virtually annihilated the Iraqi air force, and extended their attacks to the Syrian air bases that serviced Axis planes. Many members of the Iraqi government had already taken the precaution of applying for Syrian visas.

By mid-May 1941, the British had occupied Basra and were asserting their rights under the 1930 treaty. They had lifted the siege of Habbaniya, at least temporarily forestalled Axis intervention, and cut the railway between Mosul and Baghdad to prevent Iraqi reinforcements from arriving easily from the north. On May 19, Fallujah fell to a three-pronged attack carried out by Major General Clark’s forces from Palestine and the Habbaniya garrison, backed by close air support. They rebuffed a surprisingly vigorous Iraqi effort to retake the town, though not without casualties.

The Iraqi army, fighting from behind defensive lines organized along canals and fields flooded with water from tributaries of the Euphrates, put up a respectable resistance against the British forces, which had divided into separate columns to advance on Baghdad from three directions. The operation was risky, as the British advanced with two large Iraqi garrisons—one at Ramadi and the other south of Fallujah— in their rear, and as Axis air attacks on Habbaniya increased in frequency and effectiveness. As the three columns closed on Baghdad, Iraqi resistance stiffened, British supply lines became vulnerable, and the prospects of reinforcements were nil. It was at this point, on May 30, that General Clark learned that Rashid Ali and his entourage had fled Baghdad. The reason is usually put down to panic brought on by exaggerated reports of British strength. Some accounts say these were planted by an interpreter working for the British, others that the German mission in Syria warned Rashid Ali’s headquarters that a hundred British tanks were thundering down the highway toward Baghdad. The Iraqi leader, demoralized by the absence of Axis support, panicked and, with the grand mufti and the rump of the Golden Square in tow, scuttled to Persia.

The British ambassador brought Iraqi representatives under a flag of truce to the bridge over the Washash Canal to meet with General Clark and Air Vice-Marshal D’Albiac. They signed a lenient armistice that called for a government friendly to the British to be established in Baghdad, the release of British POWs, and the internment of all Axis personnel. The Iraqi army was allowed to retain its arms and return to its peacetime garrisons. Wavell left the administration of Baghdad to Iraqi authorities. The pro-British regent regained the throne on June 1.

London, and even Wavell, were upset that Clark had not demanded that British troops occupy strategic points throughout Iraq. They might also have wondered why steps were not taken to ensure order in Baghdad, where during the rise of Arab nationalism in the 1930s, the city’s significant and openly pro-British Jewish community had increasingly become the target of discriminatory legislation barring its residents from certain civil service positions and setting quotas for them in schools. On June 1, an attack on a group of Iraqi Jews returning from the airport where they had welcomed the regent was the signal for a two-day looting spree, known as the Farhud— which means “looting” in Arabic. Order disintegrated in Baghdad, as Jewish merchants in particular became the targets of outraged nationalists, soldiers, and freelance looters. At the end of two days of rioting, depending on who was counting, between a hundred and four hundred people were dead, many but not all of them Jews. For unexplained reasons, the British ambassador prohibited the British army, camped outside Baghdad, from intervening.

“We in Britain, although pressed to the extreme, managed with scanty forces to save ourselves from far-reaching or lasting injury,” Churchill wrote later of the Iraq invasion of 1941. But while Iraq was rescued, at least temporarily, from pan-Arab army officers with Axis support roiling the Middle East, the Farhud simply served as a reminder that Iraq remained a weak, even counterfeit construct.

Nuri as-Said returned as prime minister, and together with the regent he created a veneer of civility and stability by co-opting interest groups through state patronage, much as before. They began a strategy of modernizing the country and boosting employment by investing oil revenues in large economic projects. However, a regime without a broad popular base, where important groups continued to be excluded, disenfranchised, and alienated, remained vulnerable to military intervention. But that was in the long term.

In the short term, the conspirators of April 1, 1941, were sentenced to death in absentia. Rashid Ali avoided execution by fleeing to Saudi Arabia, even returning to Iraq in 1958 after Nuri, the king, and Abd al-Ilah, the former regent, were murdered in a military coup. The mufti made his way from Tehran to Berlin, where he broadcast vitriolic diatribes against the Jews and, under Himmler’s aegis, helped to organize Bosnian Muslims in the Waffen SS to operate against Marshal Josip Broz Tito’s partisans in the Balkans. As Allied armies closed in on Germany, al-Husaini fled to Switzerland and was briefly interned in France before escaping to Egypt, where he continued to stir up mischief. But he was yesterday’s man. When he died in Beirut in 1974, Israel denied his request to be buried in Jerusalem.

Regime change in Iraq had rescued Churchill’s Mediterranean strategy, which the prime minister was determined to secure against a future possibility that Germans could stir up trouble in the Middle East “with petty air forces, tourists, and local revolts.” In April 1941, Charles de Gaulle, eager to pick off another colony for the Free French, had traveled to Cairo to press Wavell to invade Syria and Lebanon. The Free French painted a picture of a Syrian garrison eager to bolt for the Allied camp at the mere sight of the Cross of Lorraine. In May as Kingcol advanced on Baghdad, General Georges Catroux, an ex–governor general of Indo – china who served as de Gaulle’s deputy in the Levant, proposed leading a small Free French force to Damascus. But Wavell, much to de Gaulle’s fury, refused to be seduced by Free French fantasies that the Syria garrison was eager to switch camps.

Nevertheless, when Luftwaffe planes landed on Syrian airfields on May 14 in transit to Baghdad, and with the German invasion of Crete pending, even a skeptical Wavell was tempted to give at least partial credence to Catroux’s claims that the Germans intended to use Crete as a springboard to Syria, which Vichy forces would hand over to them, and then attack Palestine and Suez from the north. But Wavell deferred the decision to invade Syria to the Defence Committee in London.

On May 20, Wavell was told to add Syria to his “to do” list. It could not have come at a worse time for the British commander. The German invasion of Crete had begun, while intelligence reported that Rommel’s Afrika Korps was being reinforced. As Wavell’s only reserves struggled toward the gates of Baghdad, he curtly condemned nefarious Free French influences on British strategy. But grudgingly, on May 25, he began to scrape troops together for an invasion of the French mandates of Lebanon and Syria, which kicked off on June 8 and lasted five hard, bitter weeks against a Vichy French garrison that resolutely refused to change sides.

By the time Churchill turned his gaze to Persia, Operation Barbarossa required that the West open a pipeline to get supplies to the hard-pressed Soviets. On August 25, 1941, British and Soviet forces invaded Persia, overthrew Reza Shah and replaced him with his son, Mohammad Reza Pahlavi. Iraq had been the first domino in a successful inside-out strategy of securing the Middle East for the moment, and with it Churchill’s Mediterranean strategy.

Originally published in the Spring 2008 issue of Military History Quarterly.