The Belgian army is near collapse. The Germans have penetrated the Lys River line around Courtrai and Gen Blanchard urges the Belgians to fall back to the Yser River, as King Léopold had agreed to do at Ypres conference 5 days earlier. Gen Michíels, chief of Belgian General Staff, declares that another withdrawal is out of the question. The roads are crammed with refugees and there is no air cover. Leaving positions along the Lys would destroy Belgian army faster than if it remained in its current positions. The Belgians want the British to counterattack against the southern flank of German bridgehead to restore their front on the Lys and ensure retention of two more Belgian ports, Ostend and Nieuport. Gort rejects the suggestion as the decision has already been made to withdraw to the coast and the two divisions that could have been used for the counterattack, the 5th and 50th, had been sent to plug the gap on the BEF's left flank and extend the flank from along the Yser to Diksmiude, only 5 miles from the coast.

The 'retrenched camp' to which the French, British and Belgians are falling back has a perimeter of just over 125 miles. This is an extremely small area for the number of units that had to be packed in. The news from the Belgian front continues to grow worse. The German bulge around Courtrai is growing larger. King Leopold is constantly requesting help from the British and French. Gen Blanchard is so alarmed that he orders the 1st Army units to burn their colors. Gen Blanchard then proceeds to King Leopold's HQ in Bruges. The two examine the possibilities of overcoming the Courtrai bulge. The Belgians, however, have no reserves left. The King claims that his troops are in no condition to launch another offensive. He demands that the necessary counterattack be carried out by British units in conjunction with the French 2nd Light Mechanized Division, which, having been sent to the front as a reserve the day before, is capable of intervening in the threatened sector. With this suggestion the meeting comes to an end.

Following the Franco-Belgian meeting, Gen Michiels, King Leopold's Chief of Staff, sends a note to Lord Gort demanding instant support. He informs the British commander that the Belgians 'can no longer check the thrust towards Ypres, since they lack the requisite forces; nor are they in a position to withdraw to the Yser, as stipulated, for such a maneuver would entail the destruction of their last remaining units.'

At almost the same moment Lord Gort receives a message from Mr Anthony Eden, the War Minister, confirming that his chief concern should be to ensure the safety of the BEF, and adding:

...Only course open to you may be to fight your way back to west where all beaches and ports east of Gravelines will be used for embarkation. Navy will provide fleet of ships and small boats and RAF would give full support... Preliminary plans should be urgently prepared...

Immediately after his visit to Bruges, Gen Blanchard goes to see Lord Gort. The latter has already given up the idea of defending the Lys. Gen Blanchard points out the extreme gravity of this decision. Gort stands firm. He does not intend to deviate in the slightest from War Office Instructions which he nevertheless refrains from showing his visitor. His only aim, now, is to get out of Europe as fast as possible.

Meanwhile, things are progressing rapidly. The units of von Reichenau's 6th Army are increasing their attacks. The Belgians' position is becoming more critical than ever. In the course of the afternoon the Belgian High Command sends a message to Gen Champon, head of the French Military Missiona:

The Belgian Command begs you to inform the Commander-in-Chief that the plight of the Belgian army is serious. The Belgian C-in-C means to go on fighting until his resources are entirely spent. At present the enemy is attacking from Eecloo to Menin. The limits of Belgian resistance are very close to being reached.

Gen Champon passes the message on to the French GHQ, but it remains unanswered.

At 6pm Gen Blanchard pays a second visit to the Belgian GHQ, where his arrival has been impatiently awaited. The Commander of the 1st Group of Armies, however, brings nothing but bad news. He announces that Lord Gort refuses to launch a counterattack against Courtrai and that the British are evacuating their frontier position on the Belgians' right and falling back to the Ypres-Lille line. To fill the vacuum thus created, Gen Blanchard only has a light mechanized division consisting of a mere 15 tanks. King Leopold digests these statements and warns Gen Blanchard that his army is in great danger of annihilation. Gen Michiels states that for the past 24 hours the Belgian Command has been advocating a British counteroffensive. After a good deal of shilly-shallying the British GHQ has now made it clear that the BEF is in no position to undertake such an operation.

In Paris, after lunching with Gen Colson, Gen Spears is visited by Maj Archdale, the British Liaison Officer with the 1st Group of Armies. Spears records:

If I had tried to imagine something that was the exact opposite of Commandant Fauvelle, here it was. Resolution, charity of thought, utter determination, a spirit that banished all trace of fatigue from the voice, if not from the appearance, of this officer who had left Gort yesterday in search of Georges and had had little sleep or food for many days... he reflected the spirit of the army he had come from, full of fight, with a morale not dented or even scratched by defeat.

Archdale reported that, from the operational point of view, the most important factor was that there were no wireless communications whatsoever between the 1st Group of Armies. The French were forced to rely entirely on dispatch-riders. Co-ordination of operations had thereby become quite impossible.

Archdale said the atmosphere at British GHQ could hardly be better. It was one of complete resolution: there was no sign of frayed nerves, and the staff was barely ruffled. The only subject that raised the temperature perceptibly was that of liaison with the French and the non-receipt of orders. Whenever possible, officers slept for half an hour in the middle of the day. It was impossible to imagine a greater contrast than that between Blanchard's and Gort's hq. At the former there was an air of feverish but purposeless activity, work but no plans.

Archdale's information struck Spears as so interesting that he immediately took him to see Marshal Pétain. The latter received the two British officers in his room in the Boulevard des Invalides. Gen Bineau, The Marshal's Chief of Staff, was present.

Archdale faithfully repeated his account.

The Marshal asked him outright what he thought of Gen Blanchard. After some hesitation Archdale replied that Blanchard was very tired and not the man to inspire enthusiasm in an overstrained force. Yet the supreme need of the Northern Armies was to feel 'the grip of a commander, and confidence in him'.

Marshal Pétain questioned him about Gen Prioux, concerning whom Archdale waxed enthusiastic. He inspired confidence and would inspire confidence in the troops... Pétain then asked if Prioux would enthuse the British also. I was as nettled as I was surprised at this and interjected that the British stood in no need of stimulation...

The old Marshal said very sadly: 'It is then only the French who need encouragement.'

Even as this conversation is going on in Paris, Guderian is preparing to storm Calais, having encircled the town the day before. He calls on the local British commander to surrender, but Brig Nicholson replies disdainfully: 'The answer is no, as it is the British army's duty to fight as well as it is the German's.' His resistance is short-lived, however, despite the desperate efforts of the French forces in the town. In the morning German bombardment of Calais resumes with greater violence, more artillery being brought up from Boulogne. The Germans are repulsed repeatedly, but the defenders are gradually forced back into the northern half of the town. At 3:30pm Germans finally break into the Citadel and capture Nicolson and his staff. The handing-over of arms and surrender is perfectly orderly. As evening arrives the remaining British surrender and are marched off to pow camps. After the fall of Calais the only ports still open to the Allies are Gravelines, Dunkirk and Ostend.

Guderian is already preparing to swoop on Dunkirk when he receives a further order to halt, confirming that of May 24th. Once again the entire left wing of the German forces is categorically forbidden to cross the Aa. The news raises Guderian's ire. What had been the point of creating a mechanized army if they are not going to use it at the vital moment? This time, however, he can only comply to the command.

Farther east, the XXXIX Panzer Corps, comprising the 5th and 7th Panzer Divisions, has likewise been halted for the past 48 hours, near La Bassée. Rommel takes advantage of the pause to refit his tanks and total up the losses of the 7th Panzer Division. He writes to his wife:

One or two days without fighting have done us a lot of good. All together the division has lost: 27 officers killed, 33 wounded and 1,500 men killed and wounded. That makes our losses about 12 per cent. There is unlikely to be any further firece fighting, for we have given the enemy a thorough pasting.

That same day, Rommel is decorated, on the Führer's behalf, with the insignia of Knight of the Iron Cross.

Hitler now orders the Luftwaffe to 'liquidate the Dunkirk pocket'. Field-Marshal Kesselring writes:

In view of the brilliant co-operation between Panzers and flyers that had characterized operations to date... it seemed to me that the BEF must capitulate within a matter of days. So i was particularly surprised to learn that my squadrons had been ordered to annihilate the remains of the BEf almost without assistance from the army. The Commander-in-chief of the Luftwaffe (Göring) must surely have received adequate warning of the effect that nearly three weeks of non-stop fighting had had on my airmen... I reminded Göring that the new Spitfires had recently appeared on the scene, making our air operations difficult and costly - and in the end it was the Spitfires that allowed the British and French to evacuate the town by sea. Nevertheless, my warnings did not lead to any modifications of our orders. Was this refusal to admit to a mistake due to stubbornness or weakness? Either way, our tired but gradually reinforced formations strained themselves to the limit to achieve the objective that had been assigned to them. Air Marshal Keller personally led his formations into battle and the number of sorties carried out by the exhausted crews was even higher that usual. The result, as might be expected, was that the Spitfires added appreciably to our losses. The bad weather was a further hindrance, making navigation even harder. No one who saw the mass of wrecks in the coastal waters and all the equipment scattered over the beaches, no one who heard at first hand the operational reports of our bomber, fighter and reconnaissance pilots could feel anything but the warmest admiration for the performance of our airmen, as for the incredible stamina, ingenuity and bravery of the British.

At 1:30pm Hitler summons Brauchitsch to his headquarters and gives him permission to resume the panzer advance on Dunkirk. Halder and Brauchitsch go to work to get the panzers in motion again. Kleist's panzer group is ordered to advance on Dunkirk from the west, but its main attack will be directed farther south, to the Poperinge-Kemmel line, to join up with Army Group B, which will be coming through the eastern side of the Allied line.

Just before 7pm Gort receives orders to withdraw to the coast. The calls his staff and subordinate commanders together to work out the details for the move. Gen Sir Ronald Adam, III Corp commander, is instructed to go to Dunkirk to make preparations for the evacuation and organize a defensive perimeter around the port. By the evening this day Allied troops have been compressed into a rapidly shrinking pocket. Its bottom lay southeast of the French city of Lille being held by remnants of the French 1st Army, now commanded by Gen Prioux. The pocket's mouth is open on the Channel, from Gravelines in the west to Nieuport in the east. The disintegrating Belgian army holds the extreme northern end of the line, but only partially, for Gen Bock's army group has launched a heavy attack on the Belgian positions on the Lys River, on both sides of Courtai, and has managed to break the Belgian army's link with the BEF's left flank. The BEF has to defend not only the growing gap between its left wing and the Belgian army, but also the western side of the Allied front, between the Channel and the French positions around Lille. Through this narrow corridor the Allies will have to retreat some 10 French and 9 British divisions and re-embark them onto ships under attack from a numerically superior Luftwaffe. Gort is not optimistic in expressing his feelings that a great part of the BEF and its equipment will inevitably be lost.

Shortly before 7pm the Admiralty sends out the order: 'Operation Dynamo is to commence.' Vice-Adm Sir Bertram Ramsay is to be in charge. The first problem is finding enough ships to evacuate a large number of men in the short amount of time the Germans will give him. Except for destroyers and other smaller naval craft, he can not draw from the warships of the Royal Navy. The Navy can not afford to lose any of the warships. Ramsay requisitions all vessels capable of transporting men including pleasure craft between 30 and 100 feet in length. In addition to British destroyers and 15 French warships, at the beginning, he has available 35 conventional passenger vessels, 22 coasters and barges, and 40 of the Dutch schuyts which have managed to cross the Channel after the fall of the Netherlands. Ths schuyts are 200-ton ships that have large carrying capacities and shallow drafts, ideal for evacuating troops from the beaches. By evening cargo ships have brought back to England some 28,000 of Gort's non-combatant support staff. Another problem for Ramsay now is, after the fall of Calais, that German artillery can shell ships taking the short sea route from Dover.