British forces, having captured the Souk el Arba area the day before, put their engineers to the test by laying a minefield and digging entrenchments for the defense of the area. The Axis sent in a squadron of Macchi 202 fighter-bombers to recon and harass the British forces and did find a truck park located near the main village in the area. The truck park was decimated by two flights dropping bombs and repeatedly strafing the area. A third flight flying near a smaller village found an entrenched AA position. The Bofor guns opened up, but failed to shoot down or drive off the attackers. The Italian pilots dropped their bombs on target and made a strafing run, but caused little dame.

This air attack was soon followed up with an assault on the main town along the road from Terboursouk and from the west via the wadi leading to Bjeda. The attack from the southeast was swift and furious with the Italian elements being quickly identified as the San Marcos Naval Infantry supported by the legendary Lodi armored recon. British units offered little initial resistance and chose to fall back to the safety of their main forces. Although the town was lightly defended, the avenues of approach were well covered and the Italians soon found themselves being pinned down by artillery and AT gun fire. A couple of rounds of smoke covered their final approach and allowed the Italians to send in the infantry supported by the Lodi's L6 tanks and drive out the remaining British forces. After about a half day of vicious fighting, one of the unit commanders was overheard on the wireless reporting, "The Italians have invested the town."

The Italians' flank was being protected by an hidden force moving up the wadi. The British could not risk a counter attack without first knowing what they might be facing and held their positions covering the west and north sides of the town. The Italian forces were unable to advance out of the town because of a large concentration of British AT and AA guns covering that area. The next few hours found both sides lobbing artillery shells at each others positions, but neither side was able to garner any advantage.

Finally, the Allies were able to identify the force in the wadi and it turned out to be a small group of German infantry. Recon forces were immediately dispatched to try to eliminate the infantry and encircle the town. The British recon was quickly repelled as it found itself facing off with a unit of Italian Saharinas and AB41 and supported by the machines guns of the naval infantry.

Nightfall came as the British were trying to achieve positions from which they could counter attack and recapture the village. As the gunfire quieted, all that could be heard where the cries of anguish and the sounds of recovery forces operating.