Confronting Napoleon
Levin von Bennigsen’s Memoir of the Campaign in
Poland, 1806–1807
Volume I – Pultusk to Eylau
Translated by Paul Strietelmeier
Edited and Annotated by Alexander Mikaberidze
Helion & Company
Preface
Levin August Theophile (or Leontii Leontievich as he is known in Russia) von Bennigsen
was born on 10 February 1745 into a Hanoverian family in Brunswick, where his father was
a colonel in the guards. His family was of ancient nobility, originally residing in Saxony
before his father, preferring a military career to the monotony of the ecclesiastical life of his
ancestors, moved to Hanover. His service there was well rewarded, including with consider-
able estates at Banteln.
The young Bennigsen was destined for a military career – ‘I have been raised at the camp
and grew up to the sound of guns,’ he once commented.1 Due to his father’s connections
at the Hanoverian court, Bennigsen began his service there at the age of 10 as a page. Four
years later he was commissioned as an ensign in the Hanoverian foot-guards and, in 1763,
as a captain, participated in the final campaign of the Seven Years War. A year later, after
the death of his father and his own marriage to the Baroness Steinberg, Bennigsen retired to
his estate at Banteln, disillusioned with military service and widely regarded as an unprom-
ising officer. He apparently squandered his inheritance and, after his wife’s untimely death,
briefly re-entered Hanoverian service before deciding to seek a career in Russia.
Bennigsen spent four decades in the Russian service. He was accepted with a rank of
premier major and assigned to the Vyatskii (Vyatka) Musketeer Regiment in 1773. His first
campaign was against the rebellious peasants who rose under the leadership of Emelyan
Pugachev in 1773–1774. Bennigsen’s regiment was among the troops sent to quell the
uprising, which was accomplished by 1775. He was soon noticed by his superiors, including
the famed Russian General Alexander Suvorov, and quickly advanced through the ranks. In
January 1779, he became a lieutenant colonel in the Kievskii (Kiev) Light Cavalry Regiment
where he remained for eight years until he was given command of the Izumskii (Izumsk)
Light Cavalry Regiment. In 1787, he participated in another Russo-Ottoman war, distin-
guishing himself at Ochakov and Bender and earning a promotion to brigadier in 1788.
His second marriage resulted in another heartbreak as his wife died after giving birth to his
son, Adam (1776–1816), the future Russian major general and count of the Russian empire.
Shortly thereafter he married for the third time, but this marriage proved childless, and his
wife passed away in 1789.
In 1792–1794, Bennigsen participated in the Second Partition of Poland, commanding a
flying corps that maintained communications between the Russian corps sent to defeat the
1 Levin August Theophil von Bennigsen, Gedanken über einige dem Officier der leichten Cavalerie
nothwendige... (Leipzig: W. Rein et Comp., 1805), p.xv.
viii
Preface ix
Polish forces. He participated in several
actions against the Poles, including
the capture of the Nesvizh castle and
a combat near Zelwa, where he distin-
guished himself leading the decisive
cavalry charge; when his advanced
posts were attacked by the Poles and
driven into the woods, Bennigsen
rallied them and, through an accom-
plished manoeuvre, surrounded
and defeated his enemy. After the
start of the insurrection of Thaddeus
Kosciusko in 1794, Bennigsen was
again ordered into Poland and distin-
guished himself in several skirmishes,
but more particularly in combats
near Solami, Olita and Vilna, where,
leading the charge of six squadrons of
the Izumskii Light Horse Regiment,
he captured a Polish artillery battery
and seized seven cannon. For his
service during the Polish campaigns,
Bennigsen was promoted to major
general on 9 July 1794, awarded the
Order of St George (3rd class), the
Order of St Vladimir (2nd class) and
a golden sword (with diamonds) for
bravery shown in combat. While in Levin von Bennigsen. (Courtesy of the James Smith Noel
Poland, Bennigsen also married for Collection)
the fourth time. His new wife Marie Leonarde (Ekaterina Fadeevna, in Russian parlance)
Andrzejkowicz-Buttowt, who was 30 years younger than him. The couple’s first and only
son, Alexander, was born in 1809, destined to become an eminent Hanoverian statesman.
After the Third Polish Partition, Bennigsen briefly commanded troops in cantonment
before travelling to St Petersburg, where he formed a close association with Valerian Zubov,
the brother of Empress Catherine II’s favourite Platon Zubov. In 1796, he participated in
the Persian Campaign, commanded by Zubov, and fought the Persian forces at Derbent, for
which he garnered the Order of St Anna (1st class).
After Emperor Paul’s accession to the throne in November 1796, Bennigsen was named
chef2 of the Rostovskii (Rostov) Dragoon Regiment (14 December 1796) and was promoted
to lieutenant general (25 February 1798). However, during Paul’s subsequent purge of high-
ranking officers, Bennigsen was dismissed from service (11 October 1798) and developed
2 Chef, shef, was similar to a British regimental colonel, the formal and administrative head of the
regiment, who, if present, superseded regimental commanders to a field command.
x CONFRONTING NAPOLEON
a deep animosity towards the Emperor. Thus, he took an active part in the conspiracy to
overthrow him and, according to the memoirs of some conspirators, was chosen to lead the
coup because of his reputation for audacity and courage.
Shortly after midnight on 24 March, as Paul retired to his private apartments, a group of
about 60 accomplices, led by Bennigsen and the Zubov brothers, quietly entered the royal
residence at the Mikhailovskii Castle. The men – fortified with alcohol to overcome their
trepidations – overpowered the guards and rushed into the imperial bedroom, which they
found empty. A momentary panic set in; some conspirators began to wail that the Emperor
had escaped and was probably already rallying the guards to arrest them. But Bennigsen
kept his composure. ‘The wine is poured and must be drunk,’ he was overheard saying.3 The
conspirators searched the room and saw the czar’s bare feet beneath a screen in a corner of
the room. They dragged Paul out and demanded that he sign an abdication document. He
refused and in the ensuing scuffle was badly beaten. It took several men to overpower him,
some banging his head on the floor while others threw a sash around his neck and strangled
him; not content with killing the czar, the conspirators kicked and mangled his body.
Paul’s murder paved paving the way for the accession of his son, Emperor Alexander,
to the Russian throne. Despite his role in the conspiracy, Bennigsen’s career did not suffer
under the new emperor – he was appointed the Military Governor of Vilna and Inspector
of the Lithuanian Inspection on 23 July 1801. Bennigsen was then promoted to general of
cavalry on 23 June 1802 with seniority dating from 4 December 1799.
In the summer of 1805, at the start of the War of the Third Coalition against Napoleon,
Bennigsen received command of the Army of the North of some 48,000 men arranged
between Taurrogen and Grodno. He was
tasked with nudging the Prussians out of
their neutrality, forcibly if need be, but
the war ended before Bennigsen could
do anything. On 2 December, Napoleon
routed the Russo-Austrian armies at
Austerlitz. After a lull of 10 months, the
war resumed in Europe as hostilities
commenced in October 1806 between
France and Prussia, the latter being aided
by Russia.
The War of the Fourth Coalition, as
the campaign of 1806–1807 eventually
became known, began rather disastrously
for the allies. Prussia, which could have
had a decisive effect on the outcome of the
war in 1805, had dithered until the autumn
of 1806 when King Frederick William III
was at last forced by his hawkish advisors
3 Cited in Simon Sebag Montefiore, The
Romanovs, 1613-1918 (London: Weidenfeld
& Nicolson, 2016), p.272. Mikhail Kamensky. (Public Domain)
Preface xi
Napoleon, the Emperor of the French and the Protector of the Confederation of the Rhine. Print, 1806.
(Private Collection)
xii CONFRONTING NAPOLEON
to confront Napoleon. Yet, the war was over just a month later. In early October Napoleon
invaded Saxony and scored a brilliant victory at Jena and Auerstädt (14 October) where the
Prussian army effectively collapsed. Less than two weeks later, Napoleon made a trium-
phant entry into the Prussian capital, Berlin. With his army in tatters, Frederick William
was forced to leave his capital for East Prussia where he eagerly awaited news of the arrival
of Russian force organized into two strong corps commanded by Bennigsen and Fedor
(Friedrich Wilhelm) von Buxhöwden (Buxhoevеden). But Napoleon anticipated his enemies.
In worsening weather, which turned the roads into mud, the Grande Armée marched into
Poland, forcing the Russians to withdraw over the Vistula. By late November, the French
emperor entered the former Polish capital city of Warsaw.
Confusion, meanwhile, reigned in the Russian army as the corps commanders quar-
relled in the absence of an overall commander. ‘It was difficult to find a commander-in-
chief,’ admitted one Russian officer.4 A seemingly obvious choice to lead the army, General
Mikhail Golenischev-Kutuzov - the veteran commander of the Russo-Ottoman Wars who
commanded the Russian army against Napoleon and whose prudent advice of avoiding a
decisive battle the czar chose to ignore at Austerlitz - was in disgrace. Unjustly blamed for
the defeat on that December morning, ‘Kutuzov was seen as undeserving in the eyes of
the high society, and especially in the opinion of the Emperor, ever since that calamitous
day of Austerlitz.’5 Yet Alexander’s reluctance to employ Kutuzov in the field army is all
the more baffling when considering whom he nominated instead. Field Marshal Mikhail
Kamensky was infamous for his abrasive character and, at nearly 70 years old, had long
been retired from active service. It seemed everyone except for the czar knew that he was
both senile and in poor health. ‘I almost completely lost my vision and am unable to find
any locations on the map,’ the field marshal
admitted after arriving to the army. ‘I suffer
from [excruciating] pains in the eyes and
head and cannot mount the horse… I am
signing papers without even knowing what
they prescribe.’6 But the public clamored for a
new and experienced leader and cared not for
Kamensky’s reputation as a callous and harsh
commander. ‘He was perceived a strong leader
and event his repute as a ruthless commander
was looked upon as an evidence of his exact-
ness and strength of character, making people
to look at him as the only person who could
4 Alexander Benckendorff, ‘Vospominaniya...’, in
M. Sidorova and A. Litvin (eds), Rossiiskii arkhiv
(Moscow: TRITE, 2012), p.124.
5 Benckendorff, ‘Vospominaniya...’, p.124.
6 Kamenskii to Alexander, 22 December 1806, cited
in Alexander Mikhailovskii-Danilevskii, Opisanie
vtoroi voini Imperatora Aleksandra s Napoleonom Fedor (Friedrich Wilhelm) von Buxhöwden.
(St. Petersburg: Tip. Schtaba Otd. Korpusa Vnut. (State Hermitage Museum)
Strazhi, 1846), p.76.
Preface xiii
stand up to Napoleon and bring the much-needed unity in the army.’7 And so it was that in
November 1806, the czar appointed Kamensky to lead the Russian forces against Napoleon.
The absence of a strong leader did exacerbate quarrels between Bennigsen and
Buxhöwden who clashed on the issues of authority and seniority, their squabbles hampering
Russian operations. ‘General Bennigsen had instructions not to be subordinate to General
Buxhöwden, even though the latter enjoyed seniority in rank,’ remembered one senior
Russian officer, who also lamented the presence of other generals who further muddled the
matters.8 As far as the general’s rank was concerned, General Bogdan von Knorring was
senior to both Bennigsen and Buxhöwden but as the quartermaster-general he had only
the authority to advise them. Emperor Alexander had also dispatched Count Peter Tolstoy
to act as a general for special assignments and his personal delegate (doverennoe litso) with
instructions to submit regular reports on what was happening in the army.9
The winter campaign thus turned into a quagmire of snow and mud. It started with the
bloody battles at Golymin and Pultusk, where the Russians checked the enemy’s advance.
Bennigsen claimed both these battles as decisive Russian victories, received the Order of St
George (2nd class) on 8 January 1807, and was appointed the commander-in-chief of the
Russian army on the 13th. He was resolved not to wait for Napoleon’s new offensive and chose
to anticipate the attack. He concluded that with Napoleon cantoning his troops in winter-
quarters scattered across wide area, the Russians ought to take the field again and surprise
the enemy. The Russian army commenced an offensive that could have produced decisive
results if not for weather, logistics, and bad luck. Napoleon quickly counterattacked and forced
Bennigsen to fall back to Preussisch-Eylau, where on 7–8 February a battle was fought. This
was a bloodbath that left some 40,000 killed and wounded on the frozen fields around this
Polish town; one appalled eyewitness described it as ‘the most horrible butchery of men.’10
As the army withdrew from Eylau, the Russian headquarters was embroiled in heated
discussions over the battle and its outcome. Bennigsen claimed Eylau as a Russian victory
and told the czar that ‘the enemy has been completely beaten, near 2,000 prisoners made
and 12 standards [captured].’11 Russian society celebrated the news of the victory, albeit
days later the reports of the enormous Russian losses and Bennigsen’s subsequent retreat
to Konigsberg raised questions of faithfulness of his earlier reporting. Moreover, many
senior Russian officers came to loath Bennigsen and one of them went as far as to challenge
him to a duel. British commissioner to the Russian army Sir Robert Wilson informed his
colleague in London that ‘Bennigsen is not popular in this army. His enemies do not form
their opinion from a due appreciation of his qualities: but they are hurried into prejudice
by the false feeling that their national glory is obscured by the success of a foreigner at the
head of their armies.’12 Bennigsen sent a letter to Alexander offering to resign his command,
7 Benckendorff, ‘Vospominaniya...’, p.124.
8 Benckendorff, ‘Vospominaniya...’, p.124. Benckendorff also complained that ‘the army comprised of
generals who were resentful of each other, young officers, and the largely inexperienced soldiers.’
9 Benckendorff, ‘Vospominaniya...’, p.123.
10 Jean Baptiste Barrès, Memoirs of a Napoleonic Officer (London: George Allen & Unwin, 1925), p.101.
11 Bennigsen to Alexander, 8 February 1807, in Robert Wilson, Brief Remarks on the Character and
Composition of the Russian Army… (London: T. Egerton, 1810), p.238
12 Robert Wilson to Lord Hutchinson, 11 February 1807, in Herbert Randolph (ed.), Life of General Sir
Robert Wilson (London: John Murray, 1862), vol.2, p.414.
xiv CONFRONTING NAPOLEON
but the Emperor demurred. He kept the general in charge of the army and awarded him the
Order of St Andrew the First Called.
After Eylau, the French and Russian armies went to their winter quarters to recover, with
the certain expectation of renewed fighting in the spring. They did in June 1807, fighting at
Guttstadt, Heilsberg and Friedland, where Bennigsen made a fatal mistake that resulted in a
heavy Russian defeat. Displeased with his actions, Alexander removed him from command
in July 1807.
Bennigsen remained in semi-exile for the next five years, spending much of his time at
his estates near Vilna. On the eve of Napoleon’s invasion of Russia in 1812, he was ordered
to join the Imperial Retinue and, once the Franco-Russian war commenced, was considered
for the post of commander-in-chief before being rejected in favour of Mikhail Kutuzov.
Instead, Bennigsen became the chief of staff of the united Russian armies and bickered with
Kutuzov throughout the campaign. After Borodino, he advised the commander-in-chief
against abandoning Moscow to the French but was overruled. The two men clashed again
at Tarutino, where their squabbles prevented the Russians from gaining a major victory
over the French advance guard. Their relations soon devolved into outright animosity,
with Kutuzov admitting (in November) that he no longer allowed Bennigsen to visit him.
Just days later, the field marshal issued a concise but blunt order informing Bennigsen that
because of ‘bouts of illness’ he was to leave the army at once and proceed to Kaluga, there to
await a new assignment from the czar.13
Bennigsen returned to the army in the spring of 1813, just as Kutuzov got sick and died in
April. He received command of the Army of Poland and took active part in the War of the
Sixth Coalition, fighting at Lutzen, Bautzen, and Leipzig before being diverted to besiege the
fortresses of Torgau, Magdeburg and Hamburg; for his dedicated service, he was conferred
the title of count of the Russian Empire and the Order of St George (1st class).
After the Napoleonic Wars, Bennigsen took charge of the 2nd Army but was criticized for
poor administration and forced to retire in May 1818. He left Russia and settled in Hanover,
where passed away on 3 October 1826.
‘A pale, withered personage of high stature and cold appearance, with a scar across his
face’ – that is how Napoleon’s aide-de-camp Philippe-Paul comte de Ségur saw Bennigsen
in December 1806.14 Bennigsen was a brave officer who showed his martial prowess when
leading regiments and divisions but struggled at the operational and strategic level. Even
Robert Wilson, who tended to like the Hanoverian, had to admit that he was ‘a most gallant
and good man in every sense of the word’ but ‘not, however, a great officer’ and was often
‘perplexed by the impediments thrown in his way by malice, ignorance, and idleness.’15
Despite Bennigsen’s claims to victories, the battles of Pultusk, Eylau, and Heilseberg were
13 Mikhail Golenischev-Kutuzov to Levin von Bennigsen, 15/27 November 1812, Russian State
Historical Military Archive: fond VUA, delo 1078, list 168.
14 Philippe-Paul de Ségur, An Aide-de-camp of Napoleon: Memoirs of General Count de Ségur, of the
French Academy, 1800–1812 (New York: D. Appleton, 1895), p.328.
15 Robert Wilson to Lord Hutchinson, 11 February 1807, in Life of General Sir Robert Wilson, vol. 2,
p.414. Wilson also noted that Bennigsen ‘is frequently obliged, or thinks that he is obliged, to be
superintending trifles, that he should not even be acquainted with if in the departments there was any
method or capacity. The avidity to asperse and the habit of detraction is a fatal source of calamity’.
Preface xv
unimaginative defensive battles that
claimed thousands of Russian casual-
ties. At Friedland, Bennigsen’s deci-
sion to cross the river and attack the
French at rather disadvantageous
positions led to a crushing defeat and
an ignominious peace with France.
General Louis-Alexandre Langeron,
who served with Bennigsen in 1813,
thought that he was ‘an excellent
general but weak when in charge for
he knew nothing of how to make
himself obeyed or how to repress
the cabals and intrigues that formed
against him.’16 A French contempo-
rary agreed that Bennigsen was ‘an
excellent officer and a man of firm
character’ who ‘loved his trade and
had studied it in the cabinet and on
the battlefield’; but he was also quick Alexander von Fock. (State Hermitage Museum)
to point out the general was ‘new’
to commanding army and lacked relevant experience.17 Probably the best assessment of
Bennigsen belongs to the quill of Faddei Bulgarin, the sharp-witted literary critic who had
participated in the Polish Campaign of 1806–1807. Like many others, Bulgarin pointed out
that prior to 1806 Bennigsen had never commanded a corps, not to mention an army, and
his abilities as a military commander could not be properly judged by his previous service.
‘He was brave and enterprising,’ Bulgarin noted in his journal,
… but if one considers that his main accomplishments came as a detachment
commander against the Polish confederates, that is, the rebellious nobility and a
small number of regular troops who were inexperienced, poorly armed and led
by men with limited understanding of the art of war, then Bennigsen’s former
successes could not have served as sufficient guarantees of future victories, espe-
cially in a war against such a commander as Napoleon. Yet everyone recognised
that Bennigsen had a broad knowledge and that although he had not had a clas-
sical education due to enlisting in the army at an early age, he had still acquired
a thorough understanding of strategy through reading, thinking, and practicing.
Nature created him as a warrior, endowing him with a passionate love for the art
of war, quickness of mind, military eye, extraordinary courage, rare audacity and
remarkable composure.
16 See Langeron’s lengthy note in Alexandre Louis Andrault de Langeron, Mémoires de Langeron:
Général d’infanterie dans l’armée russe. Campagnes de 1812, 1813, 1814 (Paris: Picard, 1902), pp.17–18.
17 Armand d’ Allonville, Mémoires tires des papiers d’un homme d’Etat (Paris: Michaud, 1835), vol.9,
p.377.
Bennigsen was of tall stature but rather lean, and had expressive facial features
and a quick glance. His imposing and dignified appearance, lordly manners and
constant composure inspired respect and aroused instinctive confidence in his
superiors, peers, and subordinates… Those who knew Bennigsen well claimed that
he was a man of an extremely subtle mind and insinuating when he needed it, and
that he nurtured inordinate ambition within himself, and therefore a great many
feared him.18
While fighting in Poland in 1806–1807, Bennigsen befriended Alexander von Fock, who
served as his staff officer and later duty general throughout that campaign.19 The two men
stayed close and continued to correspond for years to come. In 1807–1811, Bennigsen
resided at his Zakret estate near Vilna, where he suffered greatly from dropsy and became
so swelled with fluids that he could no longer wear his uniform. His physical turmoil was
augmented by his intellectual angst at being held responsible for Russia’s defeat. In response
to numerous libellous pamphlets, Bennigsen decided to write his memoirs to explain what
had transpired during the war.
Bennigsen spent over two years writing his reminiscences. They were based on his letters
to Fock and incorporated dozens of captured French letters and reports. He completed the
first draft by late 1810, when he began sharing lengthy excerpts with Fock, and continued to
revise and expand the manuscript in later years; in his letters to Fock, Bennigsen claimed
that he was not writing the memoirs to justify his own actions but rather to the extoll
the Russian army and that he did not intend to publish the book in his lifetime. And so
it happened. After his passing, his wife sold the manuscript to the Russian government
which kept it under wraps for decades until Russian scholar Peter Maikov published an
edited Russian translation in St Petersburg in 1900. Seven years later, Captain E. Cazalas of
the French General Staff, produced a three-volume French edition (Mémoires du General
Bennigsen) in Paris. Despite the appearance of a short pamphlet claiming to be ‘Authentic
Memoirs of the Baron of Bennigsen’ in London in 1807, Bennigsen’s memoirs had been
largely unattainable to Anglophone audiences. This edition represents the first English
edition of the general’s memoirs.
Alexander Mikaberidze
Shreveport LA
November 2022
18 Faddei Bulgarin, Vospominaniya… (St. Petersburg: Izd. M. Olkhina, 1847), vol.3, pp.22–23.
19 Alexander Borisovich von Fock was Bennigsen’s close friend and confidant. Born in 1763 in
Oranienbaum, he was the son of Bernhardt Fock, chief gardener of Empress Catherine II. He began
military service in 1780, participated in the Russo-Swedish War in 1788–1790 and the Second
Partition of Poland. In 1795–1798, he was tasked with organizing horse artillery units and was
promoted to major general in 1799. After retiring in 1800, Fock spent seven years at his estate before
Bennigsen asked him to become his duty officer. Fock served with distinction during the Polish
Campaign of 1806–1807 but was seriously wounded in the chest at Heilsberg. After recuperating, he
was appointed a duty general to Minister of War Mikhail Barclay de Tolly in 1810 and later served
as the chief of staff of the Finland Corps in 1812. He retired again (due to poor health) in early 1813
and settled at his estate at Oranienbaum, where he died on 15 April 1825. After the fateful events in
Poland, Bennigsen began to write letters to Fock explaining what had transpired during the campaign
and ultimately revised these letters into the first drafts of his memoirs.