The thought of writing a "tragic" overture came to the mind of the young Polish composer in 1939, when the obvious inevitability of Poland's military defeat at the hands of invading Nazi and Soviet troops became clear. He wrote it in 1942. He had decided to explore one single four-note melodic cell "to the very limit." As such it is an astonishing example of pure compositional technique, augmenting, diminishing, inverting, transposing and juxtaposing the single motive with superb technical control and imagination.
When he was finished and read it over he realized that "...my intellectual disciplines had failed to control my unconscious" and the score was full of references to the bitter days of defeat. These include the sounds of falling bombs, an airplane engine retreating into the distance, volleys of machine guns, and above all a growing tension followed by a genuinely terrifying outburst of rage and grief.
Somehow the piece was performed in Warsaw in 1944. Five months later all of Panufnik's music was burned up in a fire that broke out during the Warsaw Uprising. In 1945 Panufnik, in a major feat of musical recollection, reconstructed the score from memory (no doubt this was made possible by there being only the one four-note theme in it). He revised it in 1955, when he dedicated it to his brother Miroslaw, who died in the Uprising.