Chapter XV
Prelude To Summer

Preliminary Operations

Sevastopol Begun

Harko 306 was Eleventh Army's artillery command. A Harko (Hoeheres Artillerie Kommando) ordinarily controlled an army's heavy artillery, but in early April 1942, Harko 306 surveyed the Sevastopol perimeter not to emplace just heavy artillery--but the heaviest. At various places in Germany, guns, originally built to crack massive concrete and steel French and Belgian forts, were being dismantled to be shipped in pieces by train to the Crimea. The lightest were twelve 11-inch (280-mm.) coastal howitzers. The turret-mounted naval guns in several of the Soviet forts had calibers about an inch larger. Next heavier, and unmatched on the Soviet side, were a dozen 14-inch howitzers. But even those were dwarfed by GAMMA and KARL. Both were superheavy mortars. GAMMA, the "Big Bertha" of World War I, had a 17-inch (420-mm.) bore and fired a 1-ton shell. KARL had a 21-inch bore, and its shell weighed a ton and a half, four times more than the 14-inch howitzer's shells.1 Harko 306 was to receive three KARL and six GAMMA weapons. Neither one was mobile, and KARL could only be assembled or disassembled with the aid of a 75-ton crane. But KARL, at 132 tons, was almost a light fieldpiece when compared to DORA, which weighed 1,345 tons and, to be dismantled and moved, needed a special sixty-car train. DORA had a 101-foot-long barrel, a 31½ inch bore (800-mm.), and fired a 7-ton shell to ranges up to thirty miles. In tests, it had demolished a concrete wall 24 feet thick and punched through 90 inches of steel with single shots. The most powerful artillery piece in the world, DORA was also highly visible, hence vulnerable, and had to have antiaircraft artillery and smoke generator detachments to protect it.2

At Cottbus, in Germany, Panzer Abteilung 300 was crating its equipment for a move to the Crimea. It operated demolition vehicles known as GOLIATH which, standing about 2 feet high and weighing less than half a ton, looked like a midget World War I rhomboid tank. It could be steered over distances up to a half mile by wires


attached to a control panel. The 150 pounds of superhigh explosive it carried made it most effective in confined spaces, but its blast could knock out a fully secured tank in the open at a radius of as much as 50 yards.3

In the winter, the OKH chief of artillery had looked at DORA and pronounced it to be "an extraordinary work of art but useless."4 So also, in fact, were GAMMA, KARL, and GOLIATH. They were out of place in mobile war, throwbacks to Verdun and 1916--but then so was Sevastopol. As an objective in any strategic sense it was equally useless. Even General Manstein, the commander of Eleventh Army, whose own work of art the operation was, could not say it would accomplish more than the release of "three to four divisions" from what would otherwise be an extended siege.5

Hitler, who found it difficult to resist a challenge, especially one as visible as Sevastopol, also had doubts. In Directive 41 of 5 April 1942, he designated Sevastopol, the Kerch Peninsula, and the Izyum bulge as the targets for preliminary operations before the main summer campaign. When on 16 April he approved Eleventh Army's plan for the Kerch operation, he also reviewed one for Sevastopol, STOERFANG ("sturgeon catch"), but put off deciding when to execute it. By May, he had in mind starting the main offensive in mid-June, and on the 24th, he said BLAU I would have to start on 15 June even if it meant giving up on Sevastopol. A check by the OKW Operations Staff then indicated that STOERFANG probably would have to be abandoned because it could not begin enough ahead of BLAU I to be given full air support for more than three or four days.6

On the night of 26 May, Hitler's thinking took a new turn. The final reports of the Kharkov battle were coming in, and he believed the speed of the victory permitted "favorable inferences to be drawn with respect to the entire enemy situation."7 Consequently, it was not necessary any longer, he said, to hold rigidly to the schedule set for BLAU. It could be postponed for a while. He thought it more important to strike fast and destroy more Soviet units while they were still under the shock of Kharkov. To do that he wanted two new operations: one northeast of Kharkov near Volchansk, the other east of the Donets River in the Izyum area.8 The first became Operation WILHELM. The second, which had an antecedent in the original FRIDERICUS plans, was designated FRIDERICUS II. WILHELM and FRIDERICUS II and the postponement of BLAU also provided time for STOERFANG, which Manstein expected to have ready to start on 7 June.

The artillery, some six hundred pieces in all, including the heaviest, opened fire on the Sevastopol defenses on 2 June. The VIII Air Corps joined in. DORA and KARL concentrated on the forts north of Severnaya Bay and claimed hits on ones the Germans called Maxim Gorkiy I, Malakov, and



White Cliffs (apparently ones with the Soviet designations Pillbox 2, 37, and 38).9 The infantry, meanwhile, were still being redeployed from the eastern end of the peninsula.

The defenders were ready, as ready as they could be. Admiral Oktyabrskiy's Sevastopol Defense Region had worked through the winter to bring in men and supplies, and Oktyabrskiy had been told, on 19 May, to make his final preparations. On that day also, Crimean Front had gone out of existence, and the North Caucasus Theater had become North Caucasus Front. Still under Marshal Budenny, it had the missions of holding Sevastopol and preventing a German crossing from Kerch to the Taman Peninsula.10 General Petrov's Independent Maritime Army had eight full strength divisions and several brigades and separate regiments. The defenders also had about six hundred artillery pieces, although none were equal to the heaviest the Germans had; and their strength is given as having been 188,000 men (and some women), 106,000 of them in "line units."11

Manstein moved into his forward command post on the night of 6 June. It was situated in a sheltering valley directly behind the front, about midway on the perimeter. From a nearby height, he could look out over the


whole Sevastopol fortress. The distances were not great, at most, sixteen miles east to west, fourteen miles north to south. The LIV Corps stood on the north with four divisions and a reinforced regiment. The XXX Corps was on the south, with three divisions, and Rumanian Mountain Corps occupied the center with two divisions. The artillery was almost all on the north, not by choice but because the roads in the center and south were hopelessly inadequate for moving guns and ammunition. The north also afforded the only viable line of attack. The center crossed the western rim of the Yaila Mountains, a jumble of ridges covered with scrub forest. The south, almost equally rugged, offered one attraction, steep-sided valleys covering a road that ran from the coast near Balaklava northwestward to Sevastopol, but the ground was studded with obstacles, and the fields of fire for artillery were restricted. There the GOLIATHS would have to be tried as substitutes for artillery. An attack in the center promised nothing; from the south, not much more; but if ones were not made, the defense could concentrate entirely on the north, where the approach was only somewhat less forbidding. Everywhere away from the coast, the daytime temperatures in June regularly rose above 100° F.12

The infantry attack began on the north, in the LIV Corps sector, at dawn on 7 June. The XXX Corps, which had not fully redeployed its units from Kerch, would have to wait another four days. Rumanian Mountain Corps' mission was to tie down the defense in the center. Having had the winter and spring to get ready, the defenders were prepared, even having swastika flags that they intended to lay out to confuse the German aircraft. (Map 27.)

In the late afternoon on the 7th, after LIV Corps reported having not yet found a single weak spot, Hitler sent word through Army Group South that the operation would either have to make headway fast or be stopped and converted again into a siege. Hitler was seeing WILHELM and FRIDERICUS II as a pair of quick, cheap victories, and he now tied STOERFANG to them. He wanted to start WILHELM on 7 June, FRIDERICUS II on the 12th, and have both of them and STOERFANG completed in time to begin BLAU I on the 20th.13


While STOERFANG had about it the aspect of head-on encounter of the World War I style, WILHELM and FRIDERICUS II depended on maneuver to an extent that made them almost reminiscent of the eighteenth century. A matched set of elegant double envelopments, they were designed to achieve tactical effects beneficial to BLAU, cut into the Soviet defensive strength, and accomplish a psychological mission Hitler had set for the preliminary operations in Directive 41, namely, to restore the German troops' confidence and "hammer into the enemy" a sense of inferiority.14


Map 27
The Battle for Sevastopol
7 June-4 July 1942

WILHELM would trap the Soviet Twenty-eighth Army in what was left of the Volchansk salient and provide cover on the south for Sixth Army's main thrust in BLAU I, which was to carry northeastward from the vicinity of Belgorod. The objectives of FRIDERICUS II were to encircle the Soviet Ninth and Thirty-eighth Armies north and east of Izyum and bring the First Panzer Army front east thirty miles into starting position for BLAU II, on the Oskol River below Kupyansk. The key to both operations was III Panzer Corps. The attack in May across the mouth of the Izyum bulge had brought it north into the Sixth Army sector. For WILHELM, it was attached to Sixth Army and was to strike northeastward along the Burluk River to form the southern arm of the envelopment. For FRIDERICUS II, it would revert to First


Panzer Army, make a 90° turn, and bear east and south, past Kupyansk, to complete the second encirclement from the north and bring itself into position for BLAU II.15

On the Soviet side, Marshal Timoshenko, commander of Southwestern Theater and Southwest Front, and Khrushchev and General Bagramyan, both members of his staff, knew they were headed for more trouble, but not how much or what to do about it. On 29 May, they sent an appraisal to the Stavka predicting renewed German attacks in "five to ten days." However, Timoshenko and his two staffs, both theater and front, believed, as the Stavka and the General Staff apparently also did, that the big German drive on Moscow was also about to begin and regarded whatever might happen in the south as secondary.16 Nevertheless, Timoshenko knew he would need reinforcements, and not wanting at that point to face Stalin himself, he persuaded Khrushchev and Bagramyan to go and ask for them. They found Stalin less reproachful than they had expected. Bagramyan says one of Stalin's outstanding characteristics as a wartime leader was his "iron self-control." And they were given reinforcements, but not on a lavish scale--7 rifle divisions, 2 tank corps, and 4 tank brigades.17

In WILHELM, speed was the first essential, as it was also for FRIDERICUS II. The envelopments would be shallow, not exceptionally difficult to evade, and wet weather in May had kept the roads muddy. The first week of June was dry and sunny, with temperatures in the 80s until the 6th when an overcast sky dropped the temperature twenty degrees and brought intermittent rain-squalls. Because of the rain, III Panzer Corps reported that its tanks would have hard going on level ground and might get stuck on inclines, and IV Air Corps' landing strips became too soggy to let loaded Stukas and bombers take off. Sixth Army, which had been ready to start WILHELM on the 7th, ordered a day's delay.18

While Sixth Army waited one day and then another for the ground to dry enough to let WILHELM begin, Eleventh Army clawed its way into the Sevastopol north front at a disconcertingly slow pace. The heavy artillery scored hits on the forts, but it was all but useless against the hundreds of natural and man-made caves that gave the defenders cover and interlocking fields of fire in seemingly endless combinations. The infantry had to deal with these, 645 of them in the first five days, and at a high price, 10,300 casualties. On the 8th, Manstein already wanted to bring the 46th Infantry Division in from Kerch, which Hitler would not allow, although he added that he wanted STOERFANG to continue as long as it had a "chance" to succeed. The chance did not appear to be much of one, especially after XXX Corps began its attack on the 11th and, as Field Marshal Bock, the commander of Army Group South, observed, accomplished "nothing at all." On the 12th,


Map 28
Operation WILHELM
10-15 June 1942


Bock demanded a situation estimate, and Manstein answered that he believed he could complete the operation if he had three more infantry regiments. Bock passed the estimate to the OKH, adding that one thing was certain: without the reinforcements Manstein wanted, STOERFANG was a hopeless case.19

In the meantime, WILHELM had started on 10 June, and for Bock, the first day's results had been "gratifying."20 In spite of occasional rain, III Panzer Corps crossed the Burluk River, after capturing two bridges, and began the advance upstream. The VIII Corps did even better north of Volchansk. It took three bridges on the Donets and was passing Volchansk on the northeast by late afternoon.21 (Map 28.)

During the night on the 10th, Bock had gone by train from Poltava to Kharkov to be with III Panzer Corps the next day. He arrived at the front in the early afternoon, just in time to witness a downpour that in less than an hour engulfed the tanks in mud.22 The VIII Corps, mostly infantry, kept moving in the rain and reached Belyy Kolodez, ten miles southeast of Volchansk, in the late afternoon. The tanks were supposed to have been there to meet it, but they were thirty miles away on the Burluk River.23

When Bock had arrived back at Sixth Army headquarters after dark, he had learned what General Paulus, the commander of Sixth Army, had known for several hours, namely, that Twenty-eighth Army had abandoned its front west of the Donets and was marching east. Throughout the day on the 12th, III Panzer Corps, under orders from both Bock and Paulus to forget about everything else and close the encirclement, ground its way north, while Soviet columns headed southeast past Belyy Kolodez and out of the pocket. At the last, before it made the contact in the midmorning on the 13th, III Panzer Corps had to fight through several lines of Soviet tanks dug-in to hold open the pincers' jaws. Thereafter, the mopping-up went quickly, bringing in 24,800 prisoners.24

While WILHELM was not quite living up to its expectations, STOERFANG was looking more and more like a throwback to World War I. The LIV Corps took the fort known as Maxim Gorkiy 1, with its heavy naval guns and underground galleries, on the 13th. One of the armored turrets had been shattered beforehand by fire either from KARL or DORA. There were, though, a dozen similar forts north of Severnaya Bay and hundreds of smaller emplacements. Army Group South gave Manstein one fresh infantry regiment, let him exchange two worn-out regiments from LIV Corps for 46th Infantry Division regiments, and prepared to send him three more regiments.25

But Bock was getting impatient. He had counted on having the air units


Map 29
22-25 June 1942

from Sevastopol in time to start BLAU on the 20th, and he observed that it did not make sense to keep the troops for the main operation standing by their loaded vehicles with no place to go. On the 13th, he considered going ahead with BLAU I and leaving the planes on the Crimea. That idea evaporated the next day when he noted with no pleasure at all, "FRIDERICUS II has surfaced again."26 Apparently he had thought FRIDERICUS II would be forgotten. Hitler, who was vacationing in Bavaria, had not shown any recent interest in


it--or in BLAU either for that matter--and the OKH had seemed to sympathize with Bock's concern about time. Late on the night of the 14th, the OKH relayed an order from Hitler to execute FRIDERICUS II and begin BLAU I "as soon as the Luftwaffe can be spared from FRIDERICUS." The earliest first day for BLAU I would be the 23d.27 Meanwhile, STOERFANG would continue.

After having had an impression the day before that the Soviet infantry was weakening, LIV Corps made a big sweep on the 17th, taking six forts--Bastion, Malakov, Cheka, G.P.U. Siberia, and Volga--and driving a wedge through almost to the north shore of Severnaya Bay. On the 18th, while LIV Corps engaged North Fort and batteries at the mouth of the bay, XXX Corps pushed two spearheads through to the Sapun Heights. Next they would have to clear the approaches to the bay and the heights. Then they would face the inner defenses.28 Manstein asked for time to regroup the infantry and reposition the artillery, time which Bock remarked would "also benefit the enemy."29

FRIDERICUS II was scheduled to begin the 17th, but because of daily rainstorms was not ready until the 20th, and did not actually begin until the morning of the 22d. The III Panzer Corps again was the main force. Its mission was to strike east from the vicinity of Chuguyev to Kupyansk and turn south along the Oskol River. On the south, XXXXIV Corps was to cross the Donets between Izyum and the mouth of the Oskol and head north. In rain, III Panzer Corps went halfway to Kupyansk on the first day and began turning three divisions south, with 22d Panzer Division in the lead. The XXXXIV Corps took a bridgehead on the Donets. The next morning, everywhere between Kupyansk and Izyum, the Soviet units were on the march toward the Oskol. Overrunning some of these, 16th Panzer Division was into the northwestern quarter of Kupyansk by nightfall. In the late afternoon on the 24th, 22d Panzer Division, going south, met the 101st Light Division, coming north, at Gorokhovatka on the Oskol northeast of Izyum, and FRIDERICUS II was completed. In two more days, the pockets were mopped up and First Panzer Army's tally of prisoners reached 22,800.30 (Map 29.)

Bock congratulated First Panzer Army, saying, "The First Panzer Army can look on its latest victory with justifiable pride." Kleist added his own thanks "to the officers and the troops, including our young comrades from the Labor Service."31 At the higher command levels, though, the reactions to FRIDERICUS II and WILHELM were mixed. As battles went, they had been easy, but they had also brought in comparatively few prisoners. Talking to General Halder, chief of the General Staff, Bock speculated that the Russians were waiting for the Americans to intervene and had decided, until then, to avoid exposing themselves to big


defeats.32 One Sixth Army staff paper stated, "The Soviet capacity for resistance has declined markedly in comparison with the previous year. The infantry, in particular, lacks spirit."33 Another, also from Sixth Army, added, however, "The objective of enemy operations in 1942 will be to slow the German advance to the Don and the turn toward the Caucasus. . . . [The Soviet Armies] will evade envelopments and attempt to build new fronts. . . ."34


By the time WILHELM and FRIDERICUS II were finished, STOERFANG had gone too far to be stopped without looking like a defeat but not far enough to bring an end in sight. The LIV Corps cleared the north shore of Severnaya Bay on the 23d, and thereby unhinged the outer defenses in the center and the south as well. But XXX Corps and Rumanian Mountain Corps needed another four days to bring themselves face to face with the line of the Sapun Heights. When they had, Eleventh Army confronted the inner Sevastopol perimeter. To breach it from the north meant crossing the bay, which acted as a half-mile-wide moat that could be raked by artillery and small arms fire from the steep south shore. From Inkerman, at the head of the bay, the Sapun Heights ran almost due south, forming a right angle with the bay. A continuous escarpment broken only by one road, the heights had lost none of their natural defensive potential since the British and French had used them in the Crimean War to hold off a Russian relief army while besieging Sevastopol on the other side. Behind them, still lay at least one other line, more forts, and the city itself.

On the 22d, the day after Tobruk had surrendered in North Africa, Manstein had asked Halder to try to persuade the OKW to have the British garrison commander flown to the Crimea so that he could be dropped by parachute into Sevastopol as evidence of the surrender. Because Tobruk had become a symbol of resistance by withstanding a siege in 1941, Manstein had said he anticipated "a strong demoralizing effect."35 It was an idea that ignored practicality, and the Geneva Convention as well, and no more was heard of it or, for several days following, of anything better. On the 24th, Eleventh Army designated U-day as the day on which LIV and XXX Corps would simultaneously attack the inner defenses, but it did not say when U-day would be or where or how the attacks would be made.

Finally, on the 26th, Manstein decided to gamble on surprise and strike straight across the bay. After dark on the 28th, engineers eased a hundred assault boats down the rock bank into the water. At 0100 on the 29th, the boats pushed off, carrying troops from the 22d and the 24th Infantry Divisions. Artillery was ranged and ready along the entire length of the shore but under orders not to open fire until the enemy did. The first wave was across and landed east of the city before the



defense reacted. From then on artillery spotters on the north shore and in the beachhead brought down fire wherever Soviet guns showed themselves. The XXX Corps' artillery opened fire on the Sapun Heights just as the assault boats were landing, and its infantry moved out a half-hour later. By early afternoon, LIV Corps had a solid beachhead and XXX Corps a foothold on the heights. Manstein, expecting still to have to besiege the city, ordered both corps to carry the attack west past Sevastopol to Cape Khersones.

On the 30th, LIV Corps took Fort Malakov, a refurbished relic of the Crimean War, on the city line; XXX Corps cleared the Sapun Heights and broke into Balaklava, the defensive anchor on the south coast; and VIII Air Corps and the artillery mounted a day-long bombardment designed to paralyze the resistance, particularly inside Sevastopol.36

Meanwhile, the garrison had run out of reserves and was using its last ammunition, rations, and water. (Surface warships and submarines had brought in another 25,000 men and 15,000 tons of supplies during June.) Early on the 30th, Oktyabrskiy asked Marshal Budenny, commander of the North Caucasus Front, to cancel a planned diversionary landing at Kerch and ordered him to organize an evacuation. The Stavka's approval came during the night, and Oktyabrskiy departed by air


to take charge of the evacuation at Novorossiysk, leaving Petrov in command at Sevastopol.37

During the night on the 30th, the garrison troops began withdrawing to Cape Khersones and other likely evacuation points. Over the next four days, while some rear-guard actions went on and a few bypassed forts held out, several hundred officers and other priority personnel of the Black Sea Fleet, Sevastopol Defense Region, and Independent Coastal Army were evacuated by air.38 The last of the forts to fall (on 4 July) was one the Germans called Maxim Gorkiy II, on Cape Folient. It was the strongest and most modern of the whole Sevastopol complex, and select Independent Coastal Army personnel, including women, defended it, apparently expecting to be evacuated by sea. The ships did not come, however, and those of the defenders who refused to surrender were buried alive by the Eleventh Army engineers as they demolished the fort and its underground galleries.39

The battle ended on 4 July. Eleventh Army counted "over 90,000" prisoners.40 According to the History of the Second World War, the cost to the Eleventh Army was "approximately 150,000" casualties (a figure which seems high).41

On 5 July, Manstein staged a victory celebration for the corps, division, and regimental commanders and bearers of the Knight's Cross of the Iron Cross and the German Cross in Gold. He had received his promotion to field marshal three days earlier. For the Eleventh Army officers and troops, Hitler authorized the Krim Schild ("Crimea Shield"), a bronze patch with an outline of the Crimea and the numerals "1941" and "1942" in low relief, to be worn on the left sleeve below the shoulder. It was one of only four similar devices awarded, the other being for Narvik (1940), Kholm, and Demyansk, all of which were victories by narrow margins. On the Soviet side, the medal "For Defense of Sevastopol" was instituted, and 39,000 were awarded. On 8 May 1965, the Presidium of the Supreme Soviet awarded to the city of Sevastopol the Order of Lenin and the Gold Star medal.42

Deployment for BLAU

Bock's Plan

Bock's entry in his diary for 29 April reads, "In the evening, on the insistence of the OKH, the first draft of our directive for the [summer] offensive was hastily thrown together."43 Taken by surprise and not having had time to do terrain studies or solicit proposals from the armies, Bock and his staff had done the draft entirely as a desk exercise. Contrary to past practice, there also had been practically no consultation between the army group and the OKH. Hitler had been in Berlin and at the Berghof and had been tending to diplomatic affairs. Bock had been on leave for twelve days, and Halder had gone to Berlin for a week beginning on the 27th to audit lectures


at the War Academy and, among other things, to have his teeth fixed. Although Directive 41 had been dated 5 April, it had not reached Army Group South until after the 10th, while Bock was on leave, and he had not seen it until the 23d.44

Aside from the contents of Directive 41, about all Bock knew was that divisions were beginning to move into his area, that he would receive an additional panzer army headquarters, and that at some point in BLAU, Army Group South would be divided in two. He did not know how many divisions were to come, nor, probably, did anybody else. General Hoth, the commander of Seventeenth Army, had been told just before he went on leave that when he returned, in May, he would take command of Headquarters, Fourth Panzer Army, which was being transferred from Army Group Center. On 14 April, Hitler had ordered the OKH Organization Branch to set up a new army group headquarters that would come under Field Marshal List, who had commanded the 1941 campaign in the Balkans and had been there since as the Southeastern Theater commander. Bock had been informed that List's headquarters would come into BLAU sometime after the operation started and would have primary responsibility for the advance into the Caucasus. What Bock did not know--and he would, doubtless, not have been flattered if he had--was that several days before he gave the order to create the new army group, Hitler had said that he wanted only the best commanders used in the all important drive into the Caucasus.45

Army Group South's Directive 1, written on the night of 29 April, was, consequently, not much more than a detailed expansion of Directive 41. The three phases of BLAU, as given in Directive 41, were the framework. The one new element was the introduction of a second army group headquarters. Bock and his staff assumed that they would retain exclusive command until BLAU II was completed. Thereafter, they projected, Headquarters, Army Group South, would become Headquarters, Army Group B, and List and his staff would take over the south flank as Headquarters, Army Group A. From then on, Army Group B's mission would be to hold a line from Kursk to Voronezh and along the Don River to the vicinity of Stalingrad. Army Group A would take the main responsibility for BLAU III, the drive to Stalingrad, and would be solely responsible for planning and executing the advance into the Caucasus (BLAU IV).

For BLAU I, Army Group South had on the left Second Army, Fourth Panzer Army, and Hungarian Second Army--temporarily combined under General Weichs, the commanding general, Second Army, as Armeegruppe Weichs--and on the right Sixth Army. Fourth Panzer was to make the main thrust east of Kursk to Voronezh. Second Army would cover Fourth Panzer Army on the left and build a front from the Army Group Center boundary to the Don north of Voronezh. Sixth Army, at Belgorod, eighty miles


FIELD MARSHAL VON BOCK (seated in car)

south of Kursk, would put its mobile divisions under Headquarters, XXXX Panzer Corps for a secondary thrust to Voronezh. Just short of the halfway point, Fourth Panzer Army and XXXX Panzer Corps would each divert one panzer division off their inner flanks toward Staryy Oskol to create a pocket that would be tightened and cleaned out by Hungarian Second Army and some of the Sixth Army's infantry. After taking Voronezh, Fourth Panzer Army would make a fast right turn, pick up XXXX Panzer Corps, and drop south forty miles along the Don to Korotoyak where it would be in position for BLAU II. Hungarian Second Army and elements of Sixth Army would mop up the BLAU I area, while the Sixth Army main body also turned south and ranged itself on Fourth Panzer Army's right. If the offensive were to begin approximately on 15 June, Army Group South expected to finish the first phase during the second week of July.

In BLAU II, First Panzer Army would strike east of Kharkov along the north side of the Donets, and Fourth Panzer Army would continue south along the Don. Their points would meet midway between the rivers, north of Millerovo. On the way and in conjunction with Sixth Army, they would divert forces to divide the large pocket being formed between them into two or three smaller ones. Italian Eighth Army, on First Panzer Army's right, would make a short drive south of the Donets to Voroshilovgrad. BLAU II would be


completed in the second week of August and end on a line from Boguchar on the Don to the confluence of the Derkul and the Donets, its center approximately 180 miles due west of Stalingrad. Just before BLAU II began, Headquarters, Army Group A, would take command of Italian Eighth Army, Seventeenth Army, and Eleventh Army, which by then was expected to have come out of the Crimea to take over the front on the Mius River west of Rostov.

Before BLAU III began, Army Group A would take control of First Panzer Army and Fourth Panzer Army. It would then use Eleventh and Seventeenth Armies to take Rostov and occupy the eastern Donets Basin and the two panzer armies to clear the lower Don and develop the main thrust to Stalingrad. Army Group South, by then Army Group B, would participate in BLAU III with Sixth Army, which would advance east along the right bank of the Don. When BLAU III was completed, Army Group B would have Second Army, the allied armies, and Sixth Army dug-in on a front from the Army Group Center boundary to Voronezh to Stalingrad and from then on would cover the rear of Army Group A as its armies headed south across the lower Don toward the Caucasus.46

The Buildup

In the first week of May, General Greiffenberg, who had been Bock's chief of staff at Army Group Center and would be List's, began assembling the Army Group A staff in Zeppelin, the OKH compound at Zossen south of Berlin. Two weeks later, he took a forward echelon to the Army Group South headquarters in Poltava and from there dispatched an advance party to Stalino, which would be the Army Group A headquarters. Until it took control in the front, the staff would go under the cover name "Coastal Staff Azov." To preserve security, Hitler's orders were that no new unit symbols, flags, or other identifying markings were to be introduced in the Army Group South area until BLAU began, and the other staffs coming in were also assigned cover names. Fourth Panzer Army became "Superior Special Purpose Staff 8." Six corps headquarters were designated fortress staffs. Division headquarters became "sector staffs."47

Between March and late June, new arrivals from the west and from Army Group Center brought the Army Group South strength to 65 divisions, of these 45 were infantry, 5 light infantry, 4 motorized infantry, and 11 panzer divisions. Twenty-five allied divisions brought the grand total to 90. This was 5 more than Bock had estimated he would need in the February proposal, but the allied divisions, being smaller and more lightly armed, even leaving aside any questions about their performance, could not be rated as equivalent to more than half their number of German divisions. The German troops probably numbered close to a million men. The allies added another 300,000. The panzer divisions had spaces for 1,900 tanks, but hardly any


had their full allotments. Since they were being refitted in or near the front and some were in action until late June, it was impossible to tell how many tanks they had in operating condition at any one time.48 However, increasing numbers of tanks were carrying long-barreled 50-mm. (on Panzer IIIs) and 75-mm. guns (on Panzer IVs) that tests showed were capable of knocking out Soviet T-34s from all angles, though in the case of the Panzer IIIs, only at ranges less than 400 yards.49 A tank designed to be superior to any of the Soviet models, the Panzer VI "Tiger" that mounted an 88-mm. gun, had been expected to be ready in time for BLAU, but its debut had to be postponed in May and again in June because of mechanical troubles.50 On the other hand, the output of 75-mm. heavy antitank guns had been unexpectedly high, and Hitler ordered them to be used to the maximum, especially on the static front Second Army would be building west of Voronezh.51 The hitch was that until ammunition production picked up in the summer, there would be only 70 to 150 75-mm. rounds per gun, including those mounted on the Panzer IVs, and only 30 to 50 rounds would be of the most effective armor-piercing types. Consequently, the gun and tank crews would have to be very sparing with the 75-mm. ammunition. Second Army instructed its antitank units to use the 75s only for head-on shots. If the Soviet tanks exposed their less heavily armored sides or rears, they were to be left to the 50-mm. pieces.

Soviet Deployment

The principal Soviet commands in the BLAU area were Bryansk Front (General Golikov), Southwest Front (Timoshenko), South Front (General Malinovskiy), and North Caucasus Front (Budenny). For the first three, Headquarters, Southwestern Theater, had apparently ceased being a fully effective command before it was abolished in June, and Timoshenko and his staff had been engaged mostly in the command of Southwest Front during May and June. Stalin had told Timoshenko and Bagramyan at the end of March that Bryansk Front would not be part of the theater much longer, and thereafter, it had been, as a practical matter, under Stavka control.52 The four fronts together had a total of seventeen field armies. Southwest, South, and Bryansk Fronts had five a piece, and North Caucasus two. Each had one air army attached. Bryansk Front had the Fifth Tank Army in its reserve and gave up one army, Sixty-first, to West Front on 29 June.

In the first week of June, before WILHELM and FRIDERICUS II, Army Group South calculated that it would have to contend with 91 Soviet rifle divisions, 32 rifle brigades, 20 cavalry divisions, and 44 tank brigades.53


These were the estimated combined totals for Bryansk, Southwest, and South Fronts. For them, as of 1 July, the History of the Second World War gives 81 rifle divisions, 38 rifle brigades, 12 cavalry divisions, and 62 tank brigades with totals of 1.7 million troops and 2,300 tanks.54 Army Group South intelligence estimated another 36 rifle divisions, 16 rifle brigades, 7 cavalry divisions, and 10 tank brigades were deployed in the Caucasus. Grechko gives the strength in the Caucasus in June as 17 rifle divisions, 3 rifle brigades, 3 cavalry divisions, and 3 tank brigades. As is usual, the Soviet figures apparently do not include the available Stavka reserves. Four reserve armies were stationed behind the Don River, to the rear of Bryansk and Southwest Fronts--at Stalingrad, Tambov, Novokhopersk, and Novosnninskiy--and two were farther back, at Saratov and Stalingrad.55

In the view of Stalin, the Stavka, and the General Staff, Bryansk Front was strategically the most critical front of the four. Its right flank, north and east of Orel, covered the Tula approach to Moscow, and its left flank straddled the Kursk-Voronezh axis. General Armii M. I. Kazakov, who was at the time Golikov's chief of staff, has said, as has Vasilevskiy, that two possible German thrusts were considered, one from Orel via Mtsensk toward Tula and one from Shchigry (northeast of Kursk) toward Voronezh, and the first was considered the most likely.56

On 23 April, the Stavka ordered Golikov to prepare a drive on Orel to run concurrently with Timoshenko's Kharkov offensive. Golikov could not get ready on time, and after the German counterattack began, all of his air support had to be diverted to Southwest Front.57 For the operation, Golikov had been given 5 tank and 2 cavalry corps, 4 rifle divisions, and 4 tank brigades.58 Those stayed with the front, and in June, Golikov was getting ready to counterattack in either of the two anticipated directions of German attack. His reserves, on 28 June, consisted of 2 cavalry corps, 4 rifle divisions, 6 tank corps (including 2 in Fifth Tank Army and 2 being transferred from the north flank of Southwest Front), and 4 tank brigades, a total of 1,640 tanks. Of these, 191 were KVs, 650 were T-34s, and 799 were older models and T-60s. One problem Golikov had, according to Kazakov, was that the General Staff had activated the tank armies and corps without giving guidance to their commands or the front and army commands as to how they were to be employed.59



On the Eve

Army Group South's Readiness

Concurrently with the OKW's broader analyses of Wehrmacht strength, the OKH Organization Branch made a study of Army Group South's readiness for the summer offensive in terms of its basic units, the divisions. The study disclosed, in the first place, that whereas formerly all divisions of one type, say infantry, could be assumed to be nearly identical in quality, that was no longer true. The divisions for BLAU would fall from the outset into three categories. In the first were fifteen infantry and six panzer and motorized divisions which were either new or fully rebuilt behind the front. They would be at full allotted strength and would have had time to let their experienced troops rest and to break in the replacements. The second category, consisting of seventeen infantry and ten panzer and motorized divisions, would be the same as the first, but the divisions would be rebuilt in the front, and there would be no time to rest. In the third category were seventeen infantry divisions, a good quarter of the total number, that would neither be rested nor fully rebuilt. They would be at "approximately" full strength in personnel and material, but they would be short on officers and noncommissioned officers, and they would have to depend on the output of the repair shops for equipment.


In all three categories, some corners had been cut. The infantry divisions' supply trains would be horse-drawn, and every division would have to take about a thousand of the so-called young troops, eighteen- and nineteen-year olds who had no more than eight weeks' training. In the panzer divisions, the rifle battalions would be reduced from five to four companies. The panzer and motorized divisions would also have fewer tracked personnel-carrying vehicles. They would reach about 80 percent of full mobility, but about 20 percent of that would have to be attained by using trucks and, in consequence, would entail some loss of cross-country capability. Since there was nothing in reserve, all equipment would have to come from current output, which meant that the schedules for rebuilding could not be accelerated, and unanticipated losses in preliminary operations could not be replaced.60

Army Group South looked at the same divisions in terms of probable performance and concluded:

Owing to diverse composition, partial lack of battle experience and gaps in their outfitting, the units available for the summer operation in 1942 will not have the combat effectiveness that could be taken for granted at the beginning of the campaign in the East. The mobile units, too, will not have the flexibility, the endurance, or the penetrating power they had a year ago. The commands will have to be aware of this, and in assigning missions and setting objectives, they will have to take into account the composition and battle-worthiness of the individual divisions. The attack elements will have to be put together with painstaking care.61

The question was how serious the flaws would be. Army Group South saw reason for concern. Others, closer to the front, were downright worried, as the following letter from General Paulus, commander of the Sixth Army, to his corps commanders indicates:

Recently numbers of reports have come to my attention and that of the higher leadership in which division commanders have described the condition of their divisions with extreme pessimism. This I cannot tolerate.

The personnel and material deficiencies afflicting the divisions are well known to the higher leadership. Nevertheless, the higher leadership is determined to carry out its intentions in the eastern theater of war to the full. Therefore it is up to us to get the most out of the troops in their present condition.

I request that you exert influence on the division commanders in this sense.62

Operation KREML

After Kharkov, the strategic initiative reverted to the Germans; any doubts about that fact that might have lingered on either side no longer existed. Welcome as this was to Hitler for its effects on his own troops' and the enemy's morale, by presumably putting the Soviet south flank on the defensive alert it could also impair BLAU's chances for a smooth start. Surprise was going to be less easy to achieve--and more essential. On the one hand, Hitler had seen to it, in person, that the deployment for BLAU was carried out in greatest


secrecy. All new headquarters and units were billeted well away from the front, in scattered locations, and disguised as elements of the permanent rear echelon. At the height of the Kharkov battle, to prevent giving their presence away, Hitler had refused to put in any of the new troops. On the other hand, the new troops were still untested, and the losses and wear and tear on men and equipment in the veteran units that had fought at Kharkov were not going to be made good in time for BLAU. The objective was still to destroy the Soviet main forces, but having them on the alert and on the scene at the start would be very inconvenient.

All in all, it was worthwhile to do whatever could be done to divert Soviet attention away from the south flank. The mission fell to Army Group Center, which was low on muscle, but--because of its proximity to Moscow--high in potential for attracting Soviet notice. On 29 May, Headquarters, Army Group Center, issued a top secret directive. The first sentence read, "The OKH has ordered the earliest possible resumption of the attack on Moscow." All subsequent correspondence regarding the operation was to go forward under the code name KREML ("Kremlin").63

KREML was a paper operation, an out-and-out deception, but it had the substance to make it a masterpiece of this somewhat speculative form of military art. In the first place, it coincided with Soviet thinking which, of course, the Germans did not know. In the second, its premise--to simulate a repeat of the late 1941 drive on Moscow--was solid; in fact, it made better strategic sense than did that of BLAU. The front, though badly eroded, was close to where it had been in mid-November 1941, and Second and Third Panzer Armies, which had been the spearheads then, were in relatively the same positions southwest and northwest of Moscow that they had held when the fall rains stopped and the advance resumed. The army group directive, which assigned the two panzer armies the identical missions they had received in the previous fall, could have been taken for the real thing even by German officers who were not told otherwise, and most were not.

In the first week of June, the army group distributed sealed batches of Moscow-area maps down to the regimental level with instructions not to open them until 10 June. On that day, army, corps, and division staffs began holding planning conferences on KREML with a target readiness date of about 1 August. Security was tight, and only the chiefs of staff and branch chiefs knew they were working on a sham. At the same time, the air force increased its reconnaissance flights over and around Moscow; prisoner-of-war interrogators were given lists of questions to ask about the city's defenses; and intelligence groups sent out swarms of agents toward Moscow, Tula, and Kalinin.64 Since very few agents sent across the lines in the past had been heard from again, it could be assumed that Soviet counterintelligence


did its work thoroughly. That the prisoner-of-war compounds were loaded with Soviet agents and that almost every civilian in the occupied territory was at least an indirect informant for Soviet agents or partisans also could be taken for granted. The barest trickle of information would suffice.

The Soviet postwar accounts have little to say about KREML. The History of the Second World War, however, mentions it twice, once in conjunction with an actual order alerting Army Group Center to the possibility of a radical Soviet weakening in the center after BLAU began. The History describes the operation as comprising a "varied complex of desinformation [sic]" designed to mislead the Soviet Command and says, "However, Operation KREML did not achieve its aim."65 In the Popular Scientific Sketch, where KREML is associated with the Soviet strategic planning in March 1942, it is said to have been an "attempt" to disguise the direction of the main attack and "arouse an impression" of a strong offensive in the Moscow direction. "But," the account continues, "the Fascists miscalculated. The plans of the enemy were uncovered in good time."66

Timing and Trouble

As the deployment entered its final stage, the timetable for BLAU was coming into question from the two almost diametrically opposed points of view. Hitler saw WILHELM and FRIDERICUS II as having demonstrated that "the Soviet ability to resist has become substantially weaker in comparison with the previous year." He believed the phases of BLAU would be executed "more easily and faster than had been assumed," and he talked about taking some divisions out of BLAU II and transferring them to Army Group Center, where they could be used to acquire jump-off positions for a later attack toward Moscow.67 Army Group South also believed BLAU would go faster than had been anticipated, but added, "The experiences in FRIDERICUS II and WILHELM have demonstrated that the enemy no longer holds on stubbornly and lets himself be encircled, hence, large-scale withdrawal of his forces must be taken into account." The army group considered merging BLAU I and BLAU II, which would give the Russians less chance to escape but would also force First Panzer Army back into action before it had time to rest and refit.68

More immediately in doubt was the starting date for BLAU. After having talked about 15 June, Hitler had put WILHELM and FRIDERICUS II into the schedule and then had gone to the Berghof for a vacation. By the 20th, waiting for the rain to let up enough for FRIDERICUS II to begin, Bock was worried that in the midst of the prolonged delay something untoward--a Soviet spoiling attack, for instance--might occur. He did not know it yet, but something already had happened.

Contrary to standing orders reinforced by the extraordinary security measures Hitler had demanded for BLAU, a 23d Panzer Division staff officer, Major Joachim Reichel, had, on


the 19th, carried plans for BLAU I with him on a flight in a light airplane. The plane had strayed across the front and had landed two and a half miles in on the Soviet side. A German patrol found it some hours later, intact except for a bullet hole in the gas tank. Reichel, the pilot, and the papers had disappeared without a trace. Two days later another patrol found two bodies but no sign of the papers.

Bock's first reaction, when a report reached him late on the 20th, was that it was high time to start BLAU before the Russians could exploit the information they might have acquired. The OKH apparently agreed and told him to arrange for the offensive to start, if ordered, on the 26th.69 For the deployment, the 22d became X-day minus four, but the final decision to start depended on Hitler, and he was still in Bavaria.

When Hitler returned to the Wolfsschanze on the afternoon of the 24th, BLAU appeared for a time almost about to slip out of sight. Bock was summoned to report in person on the Reichel incident, and Halder grumbled about "a great agitation conducted against the General Staff" in the OKW over the affair.70 Field Marshal Keitel, chief of the OKW, "visibly nervous," met Bock on his arrival the next day and "depicting the situation in black on black," told him that Hitler was convinced the generals were not obeying orders, was determined to make examples of some of them, and had directed that Bock be told not to try to persuade him otherwise. Hitler, however, appeared more depressed than angry and interjected only a few questions as Bock told him the army group's investigation had not revealed any disobedience other than by the dead Major Reichel. If he or any of the senior generals suspected anything of the sort, Bock added, they would "intervene mercilessly." Hitler appeared to be reassured, and the rest of the interview, Bock observed appreciatively, was "very friendly."71

By the time Bock arrived back in Poltava, BLAU I was on twelve to thirty-six hours' standby. The code word Dinkelsbuehl would be the signal to start the next morning. Aachen would postpone the decision until the following afternoon. Heavy rain was falling all along the front, and the code word on the 26th was Aachen. The next afternoon, after consulting Weichs, who thought he could start, and Paulus, who thought he could not because of continuing rain, Bock sent out Dinkelsbuehl to Armeegruppe Weichs and Aachen to Sixth Army.72

BLAU was getting under way at last--but not smoothly. An hour after the code words were sent, Keitel told Bock by telegram to relieve the commanding general and chief of staff of XXXX Panzer Corps and the 23d Panzer Division commander. Almost simultaneously, a plane carrying their replacements landed at Poltava. Dismayed at having to make command changes in crucial units at the last minute, Bock called Halder and General Schmundt, Hitler's chief adjutant, who told him that Hitler had been reading the file on the Reichel affair and had


concluded that an attempt was being made to shift the blame to a subordinate. (One report raised the possibility of bringing charges against a clerk in the 23d Panzer Division.) Later, Hitler listened while Bock explained that the charges against the clerk had been dropped several days before, but when Bock asked whether he still wanted the officers relieved, Hitler answered curtly, "Yes."

On the 28th, the code word for Sixth Army was Aachen for one more day, and Paulus began talking about recommending a court-martial for himself over the Reichel affair. Bock told him, "That is out of the question. It is time now to point your nose forward and follow it."73

Soviet Readiness

By mid-June, Golikov had stationed his reserves to meet the anticipated German attacks. Fifth Tank Army and VIII Cavalry Corps were at Chern, on the Orel-Tula road, and VII Cavalry Corps and two tank brigades were somewhat farther north. On his left flank, facing Kursk, he had the I, XVI, and IV Tank Corps. By then, also, air reconnaissance had begun sighting heavy enemy traffic in the Kursk-Shchigry area, but these reports were regarded as less significant than one from General Staff intelligence on the 18th concerning ten German infantry and four panzer divisions supposedly massed near Yukhnov, off Bryansk Front's north flank.74

On 20 June, Timoshenko talked to Stalin by telephone. He had the papers Reichel had been carrying. He told Stalin there had been three men [sic] in the plane, the pilot and two officers. The pilot and one officer had burned to death in the crash. The other officer, a major, had survived the crash but had been killed when he refused to surrender. To Timoshenko's report on the contents of the documents, Stalin replied, "First, keep it secret that you have intercepted the directives. Second, it is possible that what has been intercepted is only part of the enemy's plan. It is possible that analogous plans exist for other fronts."75

Golikov had received copies of the documents from Timoshenko on the 19th. On the 22d, Golikov reported the presence of "six or seven" panzer and motorized divisions in the Kursk-Shchigry area. Two days later, air reconnaissance observed enemy columns going south out of the vicinity of Orel toward Kursk. Bombers and Shturmovik dive-bombers went out to attack them.76

On the 26th, Golikov was summoned to Moscow, where Stalin told him he did not believe the BLAU plan was "plausible" and that it was a "big trumped-up piece of work by the intelligence people." It was necessary, Stalin said, to beat the enemy to the punch and deal him a blow, and he ordered Golikov to be ready to attack toward Orel by 5 July.

Golikov and his staff finished drafting the plan for an Orel operation in the early morning hours, "between two and three o'clock," on 28 June. They expected to start work on the "details" during the day.77


Table of Contents ** Previous Chapter (XIV) * Next Chapter (XVI)


1. Rudolf Lusar, German Secret Weapons of the Second World War (New York: Philosophical Library, 1959), pp. 15-16. See also William G. Dooly, Jr., Great Weapons of World War I (New York: Walker and Co., 1969), pp. 53-55.

2. Charles B. Burdick, "DORA, The Germans' Biggest Gun," Military Review 11(1961), 72-75; Lusar, Secret Weapons, p. 20; Schw. Art. Abt. (mot.) 833, Ia Nr. 17/42, Einsatz Karl-Geraet, 11.4.42; LIV A.K., Ia Nr. 315/42, Vorbereitung des Angriffs auf Sevastopol, 10.4.42; AOK 11, Ia Nr. 1444/42, Einsatz Karl-Geraet, 10.4.42, AOK 11 28654/2 file.

3. AOK 11, Ia Nr. 1843/42, Einsatz ion ferngelenkten Sprengstofftragern, 23.5.42, AOK 11 28634/4 file.

4. Halder Diary, vol. III, p. 333.

5. Manstein, Verlorene Siege, p. 262.

6. OKW, Stellv. WFSt, Kriegsgeschichtliche Abteilung, Kriegstagebuch, 1.4.-30.17.42, 2 and 5 Apr 42, 24 May 42, I.M.T. 1807 file.

7. Ibid., 26 May 42.

8. Ibid.

9. See Vaneyev, Geroicheskaya oborona, p. 112.

10. IVMV, vol. V, p. 132.

11. IVOVSS, vol. II, p. 407. See also IVMV, vol. V, p. 132; VOV (Kratkaya Istoriya), p. 160; and Vaneyev, Geroicheskaya oborona, pp. 249-57.

12. Manstein, Verlorene Siege, pp. 263-72.

13. AOK 11, Ia Kriegstagebuch Nr. 12, 7 Jun 42, AOK 11 28654/1 file; OKW, Stellv. WFSt, Kriegsgeschichtliche Abteilung, Kriegstagebuch, 1.4.-30.6.42, 1 Jun 42, I.M.T. 1807 file.

14. OKW, WFSt, Nr. 55616/42, Weisung Nr. 41, 5.4.42, German High Level Directives, CMH files.

15. AOK 6, Ia Nr. 1999/42, Armeebefehl Nr. 47, 30.5.42, AOK 6 22391/7 file; Armeegruppe von Kleist, Ia Nr. 43/42, 1. Weisung fuer FRIDERICUS 2., 15.6.42, Pz. AOK 1 25179/4 file.

16. IVMV, vol. V, p. 138. See also Moskalenko, Na yugo-zapadum napravlenii, p. 221.

17. Bagramyan, Tak shli my k pobede, p. 131.

18. AOK 6, Fuehrungsabteilung Kriegstagebuch Nr. 12, 6 Jun 42, AOK 6 22855/1 file.

19. AOK 11, Ia Kriegstagebuch Nr. 12, 8-12 Jun 42, AOK 11 28654/1 file; Bock Diary, Osten II, 11-12 Jun 42.

20. Bock Diary, Osten II, 10 Jun 42.

21. AOK 6, Fuehrungsabteilung Kriegstagebuch Nr. 12, 10 Jun 42, AOK 6 22855/1 file.

22. Bock Diary, Osten II, 11 Jun 42.

23. AOK 6, Fuehrungsabteilung Kriegstagebuch Nr. 12, 11 Jun 42, AOK 6 22855/1 file.

24. Ibid., 12-15 Jun 42; Bock Diary, Osten II, 11-12 Jun 42.

25. AOK 11, Ia Kriegstagebuch Nr. 12, 12-15 Jun 42, AOK 11 28654/1 file.

26. Bock Diary, Osten II, 12-14 Jun 42.

27. Ibid., 14 Jun 42.

28. AOK 11, Ia Kriegstagebuch Nr. 12, 16-18 Jun 42, AOK 11 28654/1 file.

29. Bock Diary, Osten II, 18 Jun 42.

30. Pz. AOK 1, Ia Nr. 43/42, 1. Weisung fuer FRIDERICUS 2., 15.6.42, Pz. AOK 1 25179/4 file; Pz. AOK 1, Ia Kriegstagebuch Nr. 8, 22-26 Jun 42, Pz. AOK 1 24906 file; Pz. AOK 1, Mit Kleist in den Kaukasus, Pz. AOK 1 85602 file.

31. Pz. AOK 1, Ia Kriegstagebuch Nr. 8, 27 Jun 42, Pz. AOK 1 24906 file.

32. Bock Diary, Osten II, 24 Jun 42.

33. AOK 6, 1c/AO, Beurtelung der Feindlage am 24.6.42, AOK 6 30155/5 file.

34. AOK 6, Ia, Beurtelung der Feindlage am 24.6.42, AOK 6 30155/52 file.

35. AOK 11, Ia Kriegstagebuch Nr. 12, 22 Jun 42, AOK 11 28654/1 file.

36. Ibid., 24-30 Jun 42.

37. VOV (Kratkaya Istoriya), p. 160; IVMV, vol. V, p. 135; Vaneyev, Geroicheskaya oborona, p. 313f.

38. IVOVSS, vol. II, p. 410. See also Vaneyev, Geroicheskaya oborona, pp. 312-20.

39. AOK 11, Ia Kriegstagebuch Nr. 12, 4 Jul 42, AOK 11 28654/1 file.

40. Manstein, Verlorene Siege, p. 282.

41. IVMV, vol. V, p. 137.

42. Ibid.

43. Bock Diary, Osten II, 29 Apr 42.

44. Halder Diary, vol. III, p. 435; Bock Diary, Osten II, 10-22 Apr 42.

45. OKH, GenStdH, Org. Abt., Kriegstagebuch, Band III, 14 Apr 42, H 1/213 file; OKW WFSt, Kriegsgeschichtliche Abteilung, Kriegstagebuch, 1.4-30.6.42, 11 Apr 42, I.M.T. 1807 file.

46. Obkdo. der H. Gr. Sued, Ia Nr. 820/42, Weisung Nr. 1 fuer den Ostfeldzug 1942, 30.4.42, Pz. AOK 1 25179/7 file.

47. Obkdo. der H. Gr. Sued, Ia Nr. 1131/42, Tarnung fuer Operation BLAU, 12.5.42, H. Gr. Don 55479/2.

48. OKH, Org. Abt., (I) Nr. 854/42, Gliederung und Kampfkraft der Verbaende und Truppen der H. Gr. Sued, 27.5.42, H 1/382 file; Schematische Kriegsgliederung der H. Gr. Sued, Stand: 24.6.42, In Hauck, Die Operationen der deutschen Heeresgruppen an der Osfront, Suedliches Gebiet, Teil III, MS P-114c.

49. Pz. AOK 1, Ia Kriegstagebuch Nr. 8, 17 Apr 42, Pz. AOK 1 24906 file.

50. OKH, GenStdH, Org. Abt., Kriegstagebuch, Band III, 1-6 Jun 42, H 1/213.

51. Ibid., 5 May 42; AOK 2, Ia Nr. 658/42, 17.6.42, AOK 2 29585/9 file.

52. Bagramyan, Tak shli my k pobede, p. 62.

53. H. Gr. Sued, Ic/AO, Vermutete Feindkraefte vor Heeresgruppe Sued, Stand 4.6.42, 5 Jun 42, H. Gr. Sued 75124/1 file.

54. IVMV, vol. V, p. 144. Using the figures given in Tyushkevich, Vooruzhennye sily (p. 284), the average strength of a tank brigade would be 56 tanks, or a total of 3,472 for 62 brigades. Elsewhere, the actual strengths of tank corps at Bryansk Front in June 1942 are given as 24 KVs, 88 T-34s, and 68 T-60s, for a total of 180; a brigade strength of approximately 60; and a total for 62 brigades of 3,720. From this, it appears that the 2,300 figure excludes all T-60 tanks. See M. Kazakov, "Na voronezhskom napravlenii letom 1942 goda," Voyenno-istoricheskiy Zhurnal, 10 (1964), 28n.

55. Grechko, Gody voyny, p. 182; IVMV, vol. V, map 9.

56. Kazakov, "Voronezhskom napravlenii," p. 30. See also Vasilevskiy, Delo, p. 219. See p. 307f.

57. Kazakov, "Voronezhskom napravlenii," p. 29f.

58. Vasilevskiy, Delo, p. 219. Kazakov gives the reinforcements received from the Stavka reserves in April and early May as 4 tank corps, 7 rifle divisions, 11 rifle brigades, 4 tank brigades, and "a significant number of artillery regiments." Kazakov, "Voronezhskom napravlenii," p. 28n.

59. Kazakov, "Voronezhskom napravlenii," pp. 30-32.

60. OKH, Org. Abt., (I) Nr. 854/42, Gliederung und Kampfkraft der Verbaende und Truppen der H. Gr. Sued, 27.5.42, H 1/382 file. See pp. 293-96.

61. H. Gr. Sued, Ia Nr. 820/42, Anlage 2, Richtlinien fuer die Kampffehrung, 30.4.42, Pz. AOK 1 25179/7 file.

62. Der O.B. der 6. Armee, Ia Nr. 55/42, an die Herren Kommandierenden Generale, 4.7.42, AOK 6 39342/7 file.

63. H. Gr. Mitte, Ia Nr. 4350/42, Befehl fuer den Angriff auf Moskau, 29.5.42, AOK 4 24336/25 file. On Operation KREML see also Earl F. Ziemke, "Operation KREML: Deception, Strategy, and the Fortunes of war," Parameters, vol. IX, 1 (1978), 72-82.

64. H. Gr. Mitte, Ia Nr. 4570/42, "KREML," 3.6.42, AOK 4 34226/25 file.

65. IVMV, vol. V, pp. 121, 243.

66. VOV, p. 138.

67. OKW, WFSt, Kriegsgeschichtliche Abteilung, Kriegstagebuch, 1.4.-30.6.42, 25 Jun 42, I.M.T. 1807 file.

68. Obkdo. d. H. Gr. Sued, General der Pioniere, Taetigkeitsbericht, 29.6.42, H. Gr. Sued 34303 file.

69. Bock Diary, Osten II, 18-22 Jun 42. See also Walter Goerlitz, Paulus and Stalingrad (New York: Citadel, 1963), pp. 183-89.

70. Halder Diary, vol. III, p. 464.

71. Bock Diary, Osten II, 25 Jun 42.

72. A0K 6, Ia Kriegstagebuch Nr. 12, 23-27 Jun 42, AOK 6 22855/1 file.

73. Bock Diary, Osten II, 27-28 Jun 42.

74. Kazakov, "Na voronezhskom napravlenii," pp. 30, 32.

75. A. M. Samsonov, Stalingradskaya bitva (Moscow: Izdatelstvo "Nauka," 1968), p. 72f.

76. Kazakov, "Na voronezhskom napravlenii," p. 33.

77. Ibid.

Transcribed and formatted by Jerry Holden for the HyperWar Foundation