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the Panzer Lehr had been brought forward on the left wing of the 2d Panzer Division, General Manteuffel himself leading the march from St. Hubert. The immediate objective was the road center at Rochefort, for this town, like Marche, had to be secure in German hands if a major assault with all its impedimenta was to be launched on the roads leading to Dinant. German gunners had shelled the town in the late afternoon without any return fire, and just at dark, scouts came back from Rochefort to report that the town was empty. Apparently the scouts had not entered Rochefort. If they had, they would have learned that the 84th Division had built up a garrison there during the past twenty-four hours. In fact the Rochefort defense under Major Bahe consisted of the 3d Battalion (minus Company L) of the 335th; a platoon each from the 638th Tank Destroyer Battalion, 309th Engineer Combat Battalion, and 29th Infantry; plus two platoons of the regimental antitank company.

The approach to Rochefort by the St. Hubert road lay along a narrow defile between two hills. Perhaps General Bayerlein's military intuition told him that the town was defended and that the ground and the darkness presented some hazard, for he gave the order, "Also los, Augen zu, und hinein!" ("OK, let's go! Shut your eyes and go in!") The leading battalion of the 902d rushed forward, only to be hit by cross fire from the hills and stopped cold by a formidable barricade on the road. The Germans took heavy casualties. Bayerlein then set to work in systematic fashion to take Rochefort. He brought forward his guns to pound the hills and the town, and edged his troops in close as the night lengthened. He did not forget his main task, however, and sent a part of the 902d around Rochefort to find a way across L'Homme River, which looped the town on the north. These troops found one bridge intact, giving the Panzer Lehr access to the Dinant road.

During the night Manteuffel and Luettwitz discussed the plan to seize Dinant. They altered the axis of the 2d Panzer attack to conform with the actual tactical situation, struck Marche from the operations map as an immediate goal, and instructed Lauchert's armor to bypass it on the southwest. Rochefort, it appeared, would have to be taken, but it was intended that the Panzer Lehr would reinforce its bridgehead force promptly and get the attack rolling toward Dinant while battering down the Rochefort defense. Luettwitz, a bold and experienced corps commander, was anxious to push on for the Meuse but worried about his flanks. Marche was an obvious sally port through which the Americans could pour onto the exposed flank of the 2d Panzer Division unless something was done to cut the road north of the town and thus interdict reinforcement. This task had been assigned the 116th Panzer Division, whose main strength was still separated from Luettwitz' divisions by the Ourthe River. Promising that the 116th would come forward to cover the 2d Panzer flank, Manteuffel set out by automobile to give the 116th a little ginger.

The army group commander, Model, had said that the 9th Panzer Division would support the 2d Panzer on 24 December, but neither Manteuffel nor Luettwitz seems to have counted on its appearance. While commanding the 2d Panzer Division in Normandy Luettwitz