4th Indian Division (General F.I.S. Tuker)
5th Indian Infantry Brigade, 7th Indian Infantry Brigade, 161st Indian Infantry Brigade
51st (Highland) Infantry Division (General D.N. Wimberley)
152nd Infantry Brigade, 153rd Infantry Brigade, 154th Infantry Brigade
9th Australian Division (General L.J. Morshead)
20th Australian Infantry Brigade, 24th Australian Infantry Brigade, 26th Australian Infantry Brigade
2nd New Zealand Division (General B.C. Freyberg)
5th New Zealand Infantry Brigade, 6th New Zealand Infantry Brigade, 9th Armoured Brigade (attached)
1st South African Division (General D.H. Pienaar)
1st South African Infantry Brigade, 2nd South African Infantry Brigade, 3rd South African Infantry Brigade
23rd Armoured Brigade Group (Brigadier G.W. Richards)
1st Armoured Division (General R. Briggs)
2nd Armoured Brigade, 7th Motor Brigade
10th Armoured Division (General A.H. Gatehouse)
8th Armoured Brigade, 24th Armoured Brigade, 133rd Lorried Infantry Brigade
7th Armoured Division (General A.F. Harding)
4th Light Armoured Brigade, 22nd Armoured Brigade, 131st Infantry Brigade
50th Infantry Division (General J.S. Nichols)
69th Infantry Brigade, 151st Infantry Brigade, 1st Greek Infantry Brigade
44th Infantry Division (General I.T.P. Hughes)
131st Infantry Brigade, 132nd Infantry Brigade
1st Free French Brigade (General P. Koenig)
15th Panzer Division (General G. von Vaerst)
(one tank regiment, one motorised infantry regiment, one artillery regiment, one anti-tank battalion, one reconnaissance battalion)
21st Panzer Division (General H. von Randow)
(same as 15th Panzer Division)
90th Light ‘Africa’ Division (General T. von Sponeck)
(three infantry regiments, one artillery regiment, one anti-tank battalion, one reconnaissance unit)
164th Light ‘Africa’ Division (General C.H. Lungershausen)
(three infantry regiments, one artillery regiment, one reconnaissance battalion)
Ramcke Luftwaffe Parachute Brigade (General H. Ramcke)
Infantry Division ‘Trento’ (General G. Masina)
Infantry Division ‘Bologna’ (General A. Gloria)
Infantry Division ‘Brescia’ (General B. Brunetti)
Parachute Division ‘Folgore’ (General E. Frattini)
(attached: Division ‘Pavia’ (General N. Scattaglia))
Armoured Division ‘Ariete’ (General F. Arena)
Armoured Division ‘Littorio’ (General G. Bitossi)
Motorised Infantry Division ‘Trieste’ (General F. La Ferla)