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The Second Battle of El Alamein took place from 23 October to 5 November 1942, near the El Alamein train station almost by the sea, and the great, impassable Quattara Depression to the south. General Bernard Montgomery commanded the British Eighth Army and General Erwin Rommel commanded the Italo-German Panzerarmee Afrika during this battle.

Erwin Rommel's Panzerarmee Afrika had been pushing ever westward across the North African front, fighting his way closer to the Suez Canal and the oil-rich fields of Egypt. Italian "battleship convoys" under Admiral Angelo Iachino, intercepted Allied signals from the Italian Military Information Service (Servizio Informazione Militare or SIM),and the resulting Axis victories at Gazala, Tobruk, Mersa Matruh and Fuka had given Rommel the opportunity in reaching the Suez Canal. Unfortunately for Rommel, this important source of intelligence from the regulars reports to Washington from US military attache in Cairo, Colonel Bonner Fellers, stopped a week after the fall of Tobruk. Rommel had tried to overrun the opposing British Commonwealth forces during the Battle of Alam el Halfa, before they could build up overwhelming strength, but this had failed. The scenario was quickly set for what would prove be a decisive Allied victory in Egypt, that would push the Axis forces across Egypt and into Tunisia.

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