The German response to the Allied invasion of North Africa begins as early as November 9 with the arrival of Luftwaffe fighters northeast of Tunis. As Wehrmacht troops begin their entrenchment in Tunis, Hitler gives German General Albert Kesselring free reign to coordinate the attack against the Allied invasion. Meanwhile, the only French commander of the Tunis division to refuse to capitulate to the Nazis is General Georges Barre. Barre successfully absconds with 9,000 troops loyalty to him and fifteen outdated tanks.

Confident after their successful invasion of the Moroccan and Algerian coast, the Allies believe they can march over 500 miles and take Tunis within a matter of days. While American commanders took the lead in the coastal invasion, the march to Tunis will be coordinated in large part by the British. The thrust is led by Anderson, who on November 14 orders all available units eastward in hopes of capturing Tunis as well as Bizerte—another tactically advantageous city—within a week.

Rather than attack from a concentrated column, Anderson's First Army division is far too spread out to stage an effective strike against the Axis bridgehead outside Tunis and Bizerte, which grows more fortified by the hour. Moreover, logistical challenges prevent swift troop movements from the coast, giving Anderson an army of only 12,000 men at the start.