Chapter IV
The Counteroffensive: First Phase

Hitler on the Defensive

Hitler and General Halder, chief of the German General Staff, talked about a directive for the winter campaign at Fuehrer Headquarters on the afternoon of 6 December. Neither of them had, until recently, anticipated having to devote much thought to the subject. Before the October rains had set in, they had expected German troops to be home by Christmas except for those infantry divisions left behind to watch over the remains of the Soviet Army. Since early November, recognizing by then that victory was not so close, the Germans had been trying to wring profit from what was left of the 1941 campaign and to delay decisions on when, where, or whether to stop for the winter.

The setback at Rostov and ominous reports from Army Groups Center and North had apparently at last moved Halder to send Hitler a statement on German strength, which was down 25 percent, and to ask for a decision. Hitler made the decision on the afternoon of the 6th. Numbers, he said, meant nothing. The Russians had lost at least ten times as many men as he had. Supposing they had three times as many to start with, that still meant they were worse off. Single German divisions might be holding fifteen-mile fronts (as Halder apparently claimed), but that was more an indication of the enemy's weakness than their own. Army Group North should hold Tikhvin and be ready to advance to make contact with the Finns when it received tank and troop reinforcements. Army Group Center should remember that "the Russians never gave up anything of their own accord and neither should we." The weather permitting and with some reinforcements, Army Group South ought to be able to retake Rostov, possibly also the entire Donets Basin.1

Hitler, as he must have known, had not made a decision but had evaded one. He did so again the next day. Having received a request during the night of the 6th to approve Third and Fourth Panzer Groups' and Second Panzer Army's withdrawals then in progress, he agreed on the morning of the 7th to let Third and Fourth Panzer Groups straighten their lines but said nothing about Second Panzer Army or the Army Group Center situation in general. In schoolmasterly tones, he pointed out to the OKH that since the pressure on Moscow was released, the Russians could be expected to try to relieve Leningrad. Since Army Group North would need all of its strength to keep its hold on Leningrad, it could not attack past Tikhvin and ought to be


permitted to shorten its front there somewhat but not enough to put the east-west road and railroad through Tikhvin out of German artillery range.2

Black Days

Sunday, 7 December, dawned clear and cold at the front. Early morning Luftwaffe reconnaissance flights brought back reports of continuing heavy rail traffic toward Moscow and toward Tikhvin. At ground level, plumes of blowing snow restricted visibility, and roads drifted shut. During the night, the roads running east and southeast from Klin had filled with Third Panzer Group rear echelon trucks and wagons all heading west. How far west nobody knew. The front had begun to pull back from the Moscow-Volga Canal. First Shock Army was following hesitantly behind the panzer group which because of the weather had already abandoned fifteen tanks, three heavy howitzers, a half-dozen antiaircraft guns, and dozens of trucks and passenger cars--more material than would ordinarily be lost in a week's heavy fighting. Troops could not tow the guns out of their emplacements. The motors of some vehicles would not start; the grease on bearings and in transmissions in others froze while they were running. The 1st Panzer Division, which had been headed toward Krasnaya Polyana, had turned around during the night with orders to block the Soviet thrust toward Klin. In the morning, it was extended over forty miles, bucking snowdrifts on jammed roads, with its tanks low on fuel.3 (Map 6.)

West Front's strongest army, Sixteenth, under General Rokossovskiy, joined the counteroffensive on the 7th along its front west of Krasnaya Polyana. But the most dangerous threat continued to come from Thirtieth Army, which had deepened its thrust toward Klin during the night.4 Army Group Center put out a call for reinforcements to Third Panzer Group's neighbors, "even for the last bicyclist."5 Twenty-ninth and Thirty-first Armies hammered at Ninth Army west and southeast of Kalinin but as yet had nothing to show for it. First Shock and Twentieth Armies, joined by Sixteenth Army, kept Third and Fourth Panzer Groups under frontal pressure without acquiring an outright tactical advantage anywhere. Tenth Army occupied Mikhaylov after a skirmish with the German rear guard.6 At Fourth and Second Armies the front was quiet.

Although the counteroffensive was forming slowly, tension was increasing on the German side of the 700-mile front from Tikhvin to the Army Group Center right flank east of Kursk. The army group was being subjected to a prolonged shock as successive Soviet units entered the fighting and broke radio silence. German radio monitors picked up signals from two dozen more enemy brigades and divisions on the army group front on 7 December than had been there on 15 November.



The army group intelligence had believed, as had Field Marshal Bock, the army group commander, that the Russians could not introduce significant new forces and were compelled to strip the front in some places to supply the battle elsewhere. Field Marshal Leeb had seen the consequences he feared for his command, Army Group North, as inevitable after Fourth Army's advance on Moscow collapsed on 4 December. And these consequences were soon felt. General Meretskov had regrouped Fourth Independent Army and had assimilated enough reinforcements by 5 December to bear in on Tikhvin from three sides.7

At Tikhvin, on the 7th, in a blizzard that also spread over the Moscow region in the afternoon, the Army Group North spearhead was almost encircled. The Russians had brought in twenty-seven trainloads of troops in the past three days, and the Germans were outnumbered two to one. Hitler had promised about a hundred tanks and twenty-two thousand troops in a week or two, but for the present, all Leeb had in Tikhvin were some half-frozen infantry and five tanks, four of which were not operable because of the cold. In the afternoon, Leeb gave the order to evacuate the town.8

On the 8th, when the Russians


Map 6
The Moscow Counteroffensive
Phase I
6-15 December 1941


passed westward across the Klin-Kalinin railline and bore down to within two or three miles of the Klin road junction that was crowded with miles-long columns of Third Panzer Group vehicles, Bock began trying to scrape reserves out of the front. All he could get for Third Panzer Group was a single infantry battalion. OKH told him not to expect replacement battalions before mid-January because the railroads could not handle them until then. When he asked Halder for trained divisions not replacements, Halder replied that OKH did not have any. Such divisions would have to come from the Western Theater that was under the OKW. Desperate to do something, Bock put Third Panzer Group under Fourth Panzer Group that was itself under Fourth Army. Third Panzer Group saw this action as an abdication of the army group's responsibility for the panzer group; Bock said he thought it would make General Hoepner, Fourth Panzer Group commander, and Field Marshal Kluge, Fourth Army's commander, more inclined to help Third Panzer.9 Ninth Army, Third Panzer Group's neighbor on the north, was having more than enough trouble of its own as Thirty-first and Twenty-ninth Armies pressed their attack on Kalinin. How much help Fourth Panzer Group or Fourth Army would be or could be was problematical. The faster General Reinhardt extricated Third Panzer from the trap east of Klin the sooner Hoepner's armor would have to embark on the same kind of westward trek, and once the two panzer groups were out, Kluge's front would be exposed. He would then have to decide whether to risk being overwhelmed where he was or to take Fourth Army out of its relatively well-built line into the snow and cold. Reinhardt, with the Russians before him, was in a hurry. Hoepner did not want to be rushed. Kluge would have preferred not to have to make a decision.

Bock did not know it yet on the 8th, but he was about to have greater trouble on his south flank. General Guderian's Second Panzer Army had started the complicated job of reducing the bulge east of Tula, which in just two days cost Second Panzer Army many vehicles and guns that had to be abandoned. One corps alone had 1,500 frostbite cases, 350 requiring amputations. Supplies were not getting to the panzer army's railhead at Orel because, as was happening all up and down the front, only the insulated Soviet-built locomotives could hold steam in the below-zero cold. The army group had promised to fly in diesel oil and gasoline on the 8th but had to divert the airplanes to Third Panzer Group. Moreover, at Mikhaylov, Tenth Army was throwing trainloads of troops into the front as fast as they arrived. German air reconnaissance on the 8th reported fifty trains headed in each direction between Ryazan and Mikhaylov. Over the telephone, on the 8th and again on the 9th, the usually ebullient Guderian told Bock that a serious crisis in confidence had broken out among the troops and the NCOs. He refused to say against whom and declined Bock's suggestion to report in person to Hitler but asked, as Bock said, "for the hundredth time" whether the OKH and the OKW were being given a clear


picture of what was happening at the front.10

Second Army, Second Panzer Army's neighbor on the south, held a front of 180 miles, which was longer than that held by any other army in the east. It had seven divisions with twenty-five miles of front for each, nearly two miles for every company. On the offensive, its mission had been to fill in between Second Panzer Army and Sixth Army, which had been easy as long as Soviet attention was fastened on Moscow and the Soviet Command had no time to worry about open space and a scattering of small provincial towns like Yelets, Livny, and Novosil. On the defensive, though, Second Army with its one division per twenty-five miles of front became all that was standing before Kursk, its chief (and only) railhead, and Orel, Second Panzer Army's chief (and only) railhead. On 7 December, Second Army stopped after taking Yelets, the last town of any consequence within fifty miles. The army's commander, General Rudolf Schmidt, proposed in the next several days to devastate a ten-mile strip parallel to his entire line and then pull back behind that ready-made no-man's-land to settle in for the winter.

The next day, even more suddenly than it had dropped, the temperature rose to above freezing along the whole Army Group Center front. At the Second Army center south of Yelets, in snow and rain that froze when it hit the stone-cold ground, half-a-dozen Soviet tanks created a hole between the 45th and 95th Infantry Divisions, and a Soviet cavalry division galloped through. The two German divisions' self-propelled assault guns could barely negotiate the ice, and by the next morning after heavy fresh snow had fallen and blown into drifts during the night, they could not move at all, which was almost immaterial since both divisions had by then also run out of motor fuel. In another day, two more cavalry divisions and a rifle division had opened the gap to sixteen miles and had driven a fifty-mile-deep wedge northwest toward Novosil and Orel. The 95th Division had lost half its strength. The 45th had lost more. Nobody knew how much. Both were out of motor fuel and short on ammunition and rations. Air supply was promised, but the airplanes could not fly in the snow and rain. Schmidt told Bock that Second Army was about to be cut in two and driven back on Kursk and Orel leaving an 85-mile gap in between.11

On 8 December, Hitler issued what purported to be a directive for the winter campaign. Because the cold weather had come early, he announced, all "larger offensive operations" were to cease--which they already had done. But there would be no withdrawals except to prepared positions. Ignoring the events then taking place at the front, he ordered the OKH to start recalling the panzer and motorized divisions to Germany for refitting.12

"The Worst Crisis in Two World Wars"

Ineffectiveness was something the


German commands had not so far experienced. They had perfected the art of directing military operations. Breakthroughs like those at Klin and Yelets were nuisances that they were supposed to liquidate without fuss. The first two or three days would reveal the measure of an enemy's effort, and by then the German divisions on the scene would either be back in control, or the corps, army, and army group staffs would have begun dispensing reinforcements, artillery, tanks, and air support. Somewhere the enemy might prevail no matter what, but he would have to possess more of the military art than the Russians did. The gentlemen of the General Staff would ordinarily have thrashed out the problems that had arisen at Klin and Yelets in the evenings over cognac and cigars and would have directed these retreats by telephone and teletype the next morning. Meanwhile the commanding generals, if necessary, would have gone out to have a look for themselves and to pass out encouragement or reprimands, whichever seemed likely to do the most good. After all, everybody knew what he had to do. Corps and army staffs could take some battalions here, a regiment there, a scattering of companies someplace else, and a division or two, if necessary, and then get the troops on the march to where they were needed without stirring from their desks. An army group would have reserves or could make some by taking divisions out of the line. Usually a division or two was on the railroad going somewhere up or down the front. Withdrawals like those Third Panzer Group and Second Panzer Army had started were still novel for both troops and staffs, but the operations ("Ia") officers and chiefs of staff knew how to move anything from a division to a whole army five or ten miles in a night, and the troops were seasoned enough to leave the enemy small satisfaction no matter what direction they were going.

All of this the German Army could do--but not in December 1941. The 1st Panzer Division should have blocked the Russian drive to Klin, but how could it when it could not get to the Russians? Third Panzer Group's and Second Panzer Army's withdrawals were, considering the complications, minor masterpieces of military art. But everywhere the troops pulled back they left equipment standing. Guns, tanks, and trucks that would not soon be replaced would make each successive move more difficult and more dangerous and would in the meantime silently encourage the enemy. Soviet attacks were still mostly extemporaneous. Yet worse would come when the Russians became certain of their advantage, which they could easily deduce from the abandoned equipment. All the German armies needed fresh troops, but Bock had none to give. To create reserves out of what he had was hopeless; no army commander was going to relinquish even a battalion when he might need it desperately himself very soon.

On the morning of the 9th, resuming a telephone conference begun the night before, Bock told Halder that Army Group Center had to have reinforcements because it could not stand off a determined attack anywhere on its whole front. He said he was already converting every kind of specialist except tank drivers into infantry. Halder speculated that the Russians were using



cadres and untrained troops that they really wanted to save for the coming spring, and so things could be expected to become quieter "by the middle or the end of the month." From there on the exchange trailed off into futility. Bock responded, "By then the army group will be kaputt [smashed]." Halder replied, "The German soldier does not go kaputt!" Bock said he did not want to "whine and complain," but he wanted reserves. Halder replied that the army group would "certainly get whatever small reserves [could] be scraped together."13

After that Bock instructed the army commands to plan to take the entire army group back sixty to ninety miles to the Rzhev-Gzhatsk-Orel-Kursk line. But he did not believe that would help either because it would take weeks to prepare the new line and to start back before then would be "an excursion into nowhere." Furthermore, the equipment losses sustained in the small withdrawals undertaken so far would be multiplied by the hundreds. At best, the potential relief would probably be negligible. As Kluge pointed out, the Russians could be hammering at the new line within three days. To Kluge, Bock confessed, "I am at the point of sending the Fuehrer a personal telegram telling him I am confronted with decisions here that go far beyond the military." What those might be he did not say. A general retreat, possibly of


Napoleonic proportions, appears the most likely.14 On the 10th, an OKH promise of two or three fresh divisions gave Bock a slim excuse for deferring the talk of retreat. However, these divisions would not start leaving the Western Theater until the 16th and could not be expected on the Eastern Front for at least a month.

Although he would scarcely have imagined it, Bock's situation could have been much worse. Soviet tactical performance in the first four days of the counteroffensive had been disappointing. A West Front directive issued on 9 December read:

Some of our units are pushing the enemy back frontally instead of going around him and encircling him. Instead of breaking through the enemy's fortifications, they stand before them and complain about problems and heavy losses. These negative modes of operations give the enemy the chance to redeploy to new lines, regroup, and organize resistance anew.15

Zhukov ordered the West Front armies to set up mobile groups with tanks, cavalry, and infantry armed with automatic weapons to strike behind the enemy, particularly against his motor fuel dumps and artillery positions.

On the 10th, the Russians cut the road out of Klin, Third Panzer Group's single route to the west. Third Panzer Group described the scene on the road east of Klin:

. . . discipline is breaking down. More and more soldiers are heading west on foot without weapons, leading a calf on a rope or pulling a sled loaded with potatoes. The road is under constant air attack. Those killed by the bombs are no longer being buried. All the hangers-on (corps troops, Luftwaffe, supply trains) are pouring to the rear in full flight. Without rations, freezing, irrationally they are pushing back. Vehicle crews that do not want to wait out the traffic jams in the open are drifting off the roads and into the villages. Ice, inclines, and bridges create horrendous blockages. Traffic control is working day and night and barely maintaining some movement. The panzer group has reached its most dismal hour.16

Guderian characterized his Second Panzer Army as a scattered assemblage of armed baggage trains slowly wending their way to the rear. Second Army could not mount a counterattack against the fast-moving but vulnerable Soviet cavalry because it had no motor fuel and its troops were exhausted. In another dubious command shuffle, Bock put Second Army under Guderian. He admitted that Guderian's recent emotional outbursts raised a question as to his fitness to command two armies, but he said, "At least he has energy."17

For Bock everything was going wrong. Ice and snow were tearing down the telephone lines in all directions. He had transferred a security division of overage and limited service troops from railroad guard duty to Second Army where they were unlikely to be of much use, and the Soviet partisans had blown up a bridge on the army group's main line. At Vyazma, two trains crashed head on and blocked the track. A train of tank cars carrying motor fuel reached Fourth Panzer Group empty. On the 12th, during an interval when the telephones were working, Halder heard some of


the army group's troubles and, changing his opinion of two days before, pronounced the situation "the worst crisis in the two world wars."18

Hitler, meanwhile, had spent three days in Berlin on an errand he found as handy at the moment as it would be problematical in its longer range implications. Recently he had been less well informed than Stalin about the plans of his ally Japan, and the attack on Pearl Harbor on 7 December had surprised him about as much as it had most of the world. Hitler would probably have welcomed more a Japanese attack on the Soviet Union, but he had known since midsummer that the Japanese would not commit themselves against the Soviets in East Asia except to reap what they could from a German victory. Also, he would have viewed a continuing Japanese threat to the United States in the Pacific as more useful than an outright war since his policy thus far had been to keep the United States out of the conflict. On the other hand, Pearl Harbor came when he needed something to turn attention from the Eastern Front and when he had convinced himself that the United States was going to be an annoying but not decisive opponent in or out of the war. On the 11th, in a speech before the Reichstag, he declared war on the United States.

Brauchitsch at the Front

Desperate, the army commanders, especially Guderian and Kluge, clamored for Field Marshal Brauchitsch to come to the front and see their plight for himself. They did not believe that the top leadership was getting accurate information about their situation. Bock denied any fault on his part for the poor communications but more than half agreed with them otherwise. What substantive help they could have expected from Brauchitsch is difficult to discern. In the best times, his authority had not been commensurate with his post as commander in chief, army. Since October, he had been an ambulatory cardiac patient. Lately, Hitler had ignored him and used him, as Halder put it, "as little more than a letter carrier."19 Brauchitsch had already decided to resign and was preoccupied mostly with how to do so since he felt obligated to Hitler for his appointment and, apparently, for more personal favors.20

On 10 December, Brauchitsch had tried to keep himself aloof from Army Group Center's troubles by sending telegrams to Bock and each army commander telling them that he and Hitler were "aware of the difficult situation on the front in the battle with the enemy and with nature."21 When this effort to reassure them failed, Brauchitsch appeared shortly after 1200 on the 13th at Bock's headquarters in Smolensk. By then Bock and the army commanders had agreed that they had to take the army group back to the Rzhev-Gzhatsk-Orel-Kursk line. Kluge, who had objected to the withdrawal when the army group had proposed it three days before, now said he had changed his mind. His troops, he warned, especially Third and Fourth Panzer



Groups, would be destroyed in another eight or ten days the way things were going, and it was necessary, therefore, to sacrifice the equipment to save the men. General Adolf Strauss, who also had believed earlier that he could hold his position, said Ninth Army would have to give up Kalinin, the northern cornerpost of the army group front. In his first conversation with Brauchitsch, Bock said the question was whether the army group should stand and fight and risk "being smashed to pieces" or withdraw and take substantial losses in material.22

Early on the 14th, Brauchitsch went to Roslavl to confer with Kluge and Guderian, and Generalmajor Rudolf Schmundt, Hitler's chief adjutant, arrived in Smolensk. Although Schmundt held a relatively low rank, he was a member of Hitler's inner circle, which Brauchitsch was not. Most likely Hitler sent Schmundt to show the Fuehrer's concern and to protect his interests in any decisions Brauchitsch might make. Brauchitsch returned to Smolensk late that afternoon. He had learned that Guderian's front west of Tula was also beginning to tear, and he agreed that the army group would have to pull back to Bock's proposed line. For an hour or so it looked as if they had at last achieved a consensus. Schmundt called General Jodl at the OKW Operations Staff to get a quick decision from Hitler who answered with a prompt but apparently qualified


"no." Hitler said Ninth Army and Third Panzer Group could draw west from Kalinin and Klin enough to "straighten" their lines. Second Panzer Army could do the same around Tula. Otherwise, he forbade "giving up any place or taking any evasive action" until "something" was done to ready a line in the rear. Neither Brauchitsch nor Bock talked to Jodl, who had relayed Hitler's decision. Both assumed "some" preparation would satisfy Hitler, and Bock ordered the armies to get ready to go back and to prepare the Rzhev-Gzhatsk-Orel-Kursk line "to the extent possible."23

A Time for Decisions

The morning of the 15th saw Brauchitsch on his way back to East Prussia as another cold wave numbed the Eastern Front. During the night the temperature had dropped to -33 F. at Tikhvin. In the morning, Leeb telephoned Hitler, something his colleague Bock had thus far avoided, and he told the Fuehrer that the time had come to give up the idea of holding close to Tikhvin. To Hitler's familiar protest that giving up their last hand-hold at Tikhvin would expose the Leningrad bottleneck, Leeb replied that the troops had to have some shelter and rest; therefore, they had to take them forty-five miles west to the Volkhov River line. When Hitler failed to give a clear decision either way, Leeb assumed the choice was his and, at 1200, issued the order to start for the Volkhov. Seven hours later Field Marshal Keitel, chief of the OKW, called and asked Leeb to stop because Hitler could still not decide. Leeb thereupon chose to visit the Fuehrer Headquarters.24

At Army Group Center that day, Ninth Army was ready to evacuate Kalinin, having set demolition charges throughout the city and particularly on the Volga River Bridge. Third and Fourth Panzer Groups were retreating in -15 F. weather and snow that Hoepner predicted would cost Fourth Panzer Group most of its artillery. Bock urged him to "consider every step back a hundred times." Guderian had a ten-mile-wide gap in Second Panzer Army's front west of Tula, and Schmidt reported that Second Army could only hold forward of the Orel-Kursk railroad if the enemy made bad mistakes, which he showed no signs of doing. At noon on the 15th, the OKH operations branch chief, Colonel Heusinger, telephoned advance notice of a Fuehrer order he said would follow. Under it, he said, Ninth Army and Third and Fourth Panzer Groups could withdraw thirty to forty miles to Staritsa and the line of the Lama and Ruza rivers. The army group, Heusinger added, would also be free to withdraw "gradually" to the Rzhev-Gzhatsk-Orel-Kursk line.25

The Fuehrer Takes Command

Hitler's "Yes" and "No"

The 16th was a day of decisions at Fuehrer Headquarters. Hitler had returned there the night before after he had prolonged his stay in Berlin for some minor diplomatic affairs. His absence from the Wolfsschanze, however,


did not mean he was out of touch with what was going on at the front. Everything he needed or wanted to know was available to him by telephone or through the army's communications center at Zossen, twenty miles south of Berlin. But he was out of personal contact with the military chiefs, which may have suited him since he tended to vacillate near lethargy while making crucial decisions. On the 14th, he had given Bock and Brauchitsch a "no" that sounded like a "yes." On the 15th, he had been unable to decide about Tikhvin after more than seven hours but had apparently agreed to a far more extensive withdrawal for Army Group Center. A day later, though, this thinking too would change.

In a morning interview with Leeb on the 16th, Hitler, barely protesting, agreed to let Army Group North give up the Tikhvin salient. With Brauchitsch present, he blamed the current predicament on bad advice from the OKH. He had always known, he declared, that Army Group North was too weak. If the OKH had given Third Panzer Group to Army Group North in August as he had wanted it to, Leningrad would have been completely surrounded, contact would have been made with the Finns, and there would be no problem.26

Having made his decision on Tikhvin, Hitler considered the questions pertaining to Army Group Center. At 1200, Halder telephoned Hitler's decisions to Bock. Army Group Center, he said, would receive an order allowing Ninth Army and Third and Fourth Panzer Groups to complete their withdrawals, "if no other choice existed." The other armies would close the gaps in their lines and stand fast. Halder had not attended the morning's meeting and was transmitting what he had heard from Jodl. The order, as Hitler was having those in the OKW Operations Branch write it, was much stronger than Halder knew. They were making a strategic decision equal to any thus far in the war, and the OKH was out of the picture, primarily because Brauchitsch had ceased to function even as a "letter carrier." After the morning conference, Schmundt told Bock's chief of staff, General Greiffenberg, that Hitler had "sidetracked" Brauchitsch as far as the discussions of the current situation were concerned. For now Schmundt said he would be the army group's point of contact at Fuehrer Headquarters because Hitler "was taking everything into his own hands."

When Bock asked later whether Brauchitsch had reported how close the army group was to being "smashed to pieces," Schmundt said he had not. Implying that Hitler had not been told how serious Bock's situation was, Schmundt added that Hitler had said he "could not send everything out into the winter just because Army Group Center had a few gaps in its front." Still unwilling to talk to Hitler in person, Bock recapitulated his troubles to Schmundt and asked him to relay them to Hitler. Lamely he added that it was really impossible to tell which was more dangerous, to hold or to retreat. Either way the army group was likely to be destroyed. At midnight, Hitler called Bock. Schmundt had reported their earlier conversation, Hitler said, and there was only one correct decision, "not to go a step back, to close the gaps


and hold." He assured Bock that infantry reinforcements and air transport were in a state of readiness, and he was supervising their deployment himself. When Bock, trying to turn the talk to what might happen before the reinforcements came, remarked that the front "could rip open any hour," Hitler cut him off with a curt, "I will have to take that chance into the bargain," and hung up.27

If Hitler prided himself on one thing above all, it was his ability to handle a crisis. He liked to describe himself as beset by crises throughout his life, many of which he mastered against seemingly hopeless odds. On that score, in fact, he did not have to boast; his record spoke for him. He had not only mastered crises; he had profited from them. Some he had even contrived. The one on the Eastern Front in December 1941 was a crisis he did not want, but when he knew he could not evade it, he did what he had done with all of the others. He set out to resolve it on the terms most satisfactory to himself, terms of power, his power which, whatever qualms he might have begun to have about the future, he judged would be more than enough to bring him through that winter in Russia. What the army could not do in its own fashion it would have to do in his. He could not control the weather or the Russians, but he could manipulate the German Army.

"Fanatical Resistance"

How he would do that began to emerge on the morning of the 18th when the order announced two days before came over the teletype to Army Group Center. It read:

The Fuehrer has ordered: Larger evasive movements cannot be made. They will lead to a total loss of heavy weapons and equipment. Commanding generals, commanders, and officers are to intervene in person to compel the troops to fanatical resistance in their positions without regard to enemy broken through [sic] on the flanks or to the rear. This is the only way to gain the time necessary to bring up the reinforcements from Germany and the West that I have ordered. Only if reserves have moved into rearward positions can thought be given to withdrawing to those positions.28

Within the army group the reaction ranged from resignation to outrage. Kluge predicted that no matter what the orders the army group could not hold the line. Reinhardt and Hoepner doubted that they could bring the Third and Fourth Panzer Groups' divisions to even a temporary stop on the Lama-Ruza line. Bock passed the order on without protest and told Hoepner to "hold your fist in the backs of these people." Guderian asked for an airplane to take him to Hitler. Over the telephone he told the army group chief of staff:

The situation is more serious than one could imagine. If something does not happen soon, things will occur that the German armed forces have never before experienced. I will take these orders and file them. I will not pass them on even under threat of court-martial. I want at least to give my career a respectable ending.29


With the order to stand fast, Hitler took all command initiative out of the generals' hands. Later some would say it was probably the best that could have been done under the circumstances, but that was later. At the moment, Hitler had mercilessly saddled an entire army group with a suicide mission. Ruthless compulsion now replaced leadership and transformed Army Group Center into a mere agent for Hitler's will.

What the order would accomplish on the snowfields of Russia remained a question. It did abolish the last pretense of army autonomy within the Nazi state with remarkable ease. Talking to Schmundt on the 16th and aware then that he was about to be given an order that would very likely put him in the position of presiding over his army group's destruction, Bock had remarked about his own shaky health, which he said was "hanging by a thread," and had added that Hitler might need "fresh strength" in the army group command. He did not mean, Bock hastened to assure Schmundt, to imply any kind of a threat but was merely stating fact. Whatever his intent had been, he was not prepared for the response he received the next day when Brauchitsch called and told him Hitler wanted him to submit a request for leave. This now struck Bock as "somewhat sudden," and from then on he became more concerned with learning whether "the Fuehrer has a reproach to raise against me on any ground" than with the fate of the army group. On the 19th, having promptly received leave until his health was "fully restored," he turned over command to Kluge and parted from his staff with a limp assertion that the "end of the dirt period" was in sight.30

Brauchitsch Resigns

In the meantime, after having been cut out of the decisions on the 16th, Brauchitsch had finally submitted his own resignation. Hitler accepted it on the 19th and immediately dispatched the following proclamation:

Soldiers of the Army and the Waffen SS! Our struggle for national liberation is approaching its climax! Decisions of world importance are about to be made! The Army bears the primary responsibility for battle! I have therefore as of this day myself taken command of the Army! As a soldier who fought in many Word War battles I am closely tied to you in the will to victory.31

Brauchitsch's going was no great surprise, and he, no doubt to Hitler's satisfaction, made it as banal and pointless an event as a commander in chief's departure at the height of battle could possibly be.

Hitler's taking command of the army, on the other hand, had the effect of an administrative earthquake. In the tangle of agencies with overlapping functions Hitler used to run the war--in particular OKW, OKH, SS, the Munitions Ministry, and the Transport Ministry--a commander in chief, army, even one as weak as Brauchitsch, at least gave the army an identity. Without its own commander in chief, the army lay open to dismemberment; the offices which assumed its functions were clusters of power cut adrift. One such was the Office of the Chief of Army Armament and the Replacement Army


under Generaloberst Friedrich Fromm and another was the Office of the Chief of Army Personnel under Generalmajor Bodwin Keitel. Controlling army procurement and production and commanding all army troops inside Germany, Fromm had enough power at his disposal to control the German state. Keitel, younger brother to Wilhelm Keitel, the chief, OKW kept the officer personnel files and could influence promotions and appointments in all ranks. Fromm and Keitel were directly subordinate to the commander in chief, army. Hitler, however, had no time for what he called "ministerial" functions and put both their offices, nominally at least, under Keitel, the chief, OKW. The OKW, having failed to establish itself as a true joint command over the three services, had for several years been acting as a kind of second army command, superior in its closer relationship to Hitler but unable to reach past the commander in chief, army, directly into army concerns. How much capital the OKW could make out of the army personnel office and the replacement training was perhaps a question, but in armament production, the OKW and the OKH were hard-bitten rivals.

For the heart of OKH, the Army General Staff, the position was even more critical. Jodl's Armed Forces Operations Staff, aside from counseling Hitler on strategy, was already the general staff for all theaters except the East. When Hitler named himself commander in chief, army, if either OKW or OKH did not become superfluous, certainly either the Armed Forces Operations Staff or the Army General Staff did. Hitler, who seldom objected to having two agencies doing one job as long as he controlled both, told Halder on the afternoon of the 19th to carry on activities in OKH as usual; but within hours word had leaked from Fuehrer Headquarters that Jodl soon would replace Halder as chief of the Army General Staff, and General Manstein would move from Eleventh Army to replace Jodl. According to the rumor, the changes would occur as soon as Manstein finished his operations in the Crimea, which were then expected to last only a few more weeks.32 Manstein stood well with Hitler, who had profited from his strategic ideas particularly in the 1940 campaign in the West, and not well at all with the General Staff who had long viewed him as too importunate for Halder's post. Jodl and Manstein could have spelled the end for the OKH as it had existed under Brauchitsch and Halder.

If Hitler had deprived the field commands of their initiative, he had done even more to OKH. In the prevailing atmosphere of change charged with apprehension and ambition, he could do exactly as he pleased. No one was going to oppose him. On the 20th, he gave Halder orders on how he wanted the war in the East conducted. A "fanatical will to fight" would have to be instilled in the troops by "all, even the most severe, means." Soldiers had no "contracts" restricting them to specific duties. Those in support positions, such as bakers, could defend their own positions, and all troops would have to learn to "tolerate breakthroughs." Rifle pits were to be dug by blasting holes in



the ground or by blowing them in with artillery fire. The Germans could take winter clothing from Soviet civilians; the army was solely obligated to take care of its own troops. And, he demanded, "Every man must defend himself where he is."33 Halder transmitted a summary of these orders to the army groups as an "elucidation" of the standfast order.34

Guderian at the Fuehrer Headquarters

On the morning of the 20th, also, Guderian set out for the Fuehrer Headquarters by airplane--without stopping at the army group headquarters as protocol would ordinarily have required. While Guderian's Second Panzer Army was in flight, Kluge was occupied with telegrams from his other army commanders. Fourth Army reported:

Enemy attacking in the army's deep flank, aiming toward Kaluga. Army has no more forces at its disposal. Combat strength sinking. Holding present positions not possible in the long run.35

From Hoepner at Fourth Panzer Group Kluge had heard that:

The Commanding Generals of XXXXVI and V Corps have reported they cannot hold. Heavy losses of trucks and weapons in recent days. They had to be destroyed


for lack of gasoline. Weapons now 25-30 percent of requirements. Only course to give orders to hold to the last man. The troops will then be gone and there will be a hole in the front.36

And from Strauss at Ninth Army:

Present battle area wooded and has poor visibility. If it has to hold there the army is likely to be broken through and smashed.37

To Halder at OKH with whom he was in telephone contact throughout the day, Kluge presented various proposals for withdrawals. All of them Halder rejected, citing Hitler's diverse strictures against giving up positions.

After nightfall, Kluge was back on the telephone to Halder telling him that Guderian's courage had waned, and he did not intend to hold his line. On checking Second Panzer Army's reports and dispositions, Kluge said, he had discovered that Guderian had moved one regiment from each of the army's divisions back forty miles to the Oka River, which could only mean he was going to retreat. Guderian had by then arrived at the Fuehrer Headquarters and was with Hitler when Halder phoned in the information from Kluge. In a stormy interview, which Keitel, chief of the OKW witnessed in dismay, Hitler accused Guderian of having concocted "an insane scheme."38 Afterward, Halder called Kluge and told him that Hitler had "straightened out" Guderian and given him a direct order to hold his front exactly where it stood.39

Having exposed Guderian's plan, Kluge returned to his own proposals for withdrawals. The trouble with what Guderian wanted to do, he said, was that it would have been a "full-blown retreat," not a step-by-step withdrawal. Halder, who did not want to have to discuss either alternative with Hitler, tried the next morning to influence Kluge, through General Brennecke, his chief of staff, to hold at all positions for another two weeks. He predicted the crisis would pass by then, and he said the army group would be sorry if it pulled back too soon.40

Finally, on the morning of the 22d, Bock, who had made the trip by stages in a sedan, arrived at the Fuehrer Headquarters. He was much relieved by the friendly way Hitler received him that afternoon, and they proceeded to talk about Army Group Center in general terms. Bock apparently was satisfied when Hitler assured him that he knew how serious the army group's situation was. After Hitler also assured him that he could report back when he was recovered, Bock took his leave. Stopping only long enough to ask Schmundt again whether there were any "reproaches" against him, he resumed his winter's drive, this time toward Berlin.41

As commander in chief, army, Hitler was no more moved by the troubles of any one group than he ever had been. He hated to lose ground, but human


misery did not touch him. In one of the late-night monologues he delivered to his secretaries and selected guests, he observed:

Luckily nothing lasts forever--and that is a consoling thought. Even in raging winter, one knows that spring will follow. And if, at this moment, men are being turned into blocks of ice, that won't prevent the April sun from shining and restoring life to these desolate places.42

In fact, his thoughts shifted readily away from human suffering to other concerns. He worried about a loss of prestige at Leningrad and discussed with Halder the possibility of using poison gas to end the resistance in the city fast.43

On the 23d, Hitler called Fromm in from Berlin to report on manpower and armaments. (Fromm appreciated this call as a significant triumph over his recently designated chief, Keitel, who had tried to make himself the channel for such reports.) Hitler talked to Fromm for hours about rebuilding the army for a 1942 offensive and about a "tractor of the future," which would use far less raw material than would trucks. He said Dr. Ferdinand Porsche, the Volkswagen designer, would have a prototype ready "in a few days." As far as the Eastern Front was concerned, he expected to be "over the hump" in ten days to two weeks. He said "there had been a hole near Tula," but elsewhere, the front would hold.44

After the first few days, the generals found having Hitler in direct command, if ominous, also somewhat stimulating. For a long time none of them had known what went on between Brauchitsch and Hitler, if anything; and in recent weeks, Brauchitsch had virtually not communicated with Hitler or his own subordinates. From 19 December on, Halder and two or three of his branch chiefs saw Hitler every day. True, he lectured to them more than he consulted them, but they were at the center and no longer getting their instructions second or third hand through Keitel, Jodl, or Schmundt. Fromm was even encouraged. He wrote to his military district commanders, "The Fuehrer's taking command is an honor for the Army. The Army's work will become easier, not more difficult."45 After his conference with Hitler on the 23d, he believed that either the OKH or the OKW would "disappear," but he had enough confidence in the OKH's prospect for survival to instruct his staff to "march with all energy" in the cause of the OKH.46 Kluge was commanding an army group in desperate peril, but he was, at last, holding a command commensurate with his field marshal's rank. When Bock arrived in Berlin, however, he learned--with anguish--that he was not the commanding general, Army Group Center, on leave, but had been put along with Rundstedt, ex-commanding general, Army Group South, in the command reserve pool.47


Table of Contents ** Previous Chapter (III) * Next Chapter (V)


1. Halder Diary, vol. III, pp. 328-30.

2. OKH, GenStdH, Op. Abt. Nr. 32034/41, an OKW, WFSt, 6.12.41 and OKH, GenStdH, Op. Abt. Nr. 41957/41, OKW an Ob.d.H., 7.12.41, H. Gr. Mitte 26974/6 file.

3. Pz. Gr. 3, Ic Abendmeldung, 7.12.42, Pz. AOK 3 16911/36 file.

4. Yevstigneyev, Velikaya bitva, pp. 188-90.

5. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 7 Dec 41, H. Gr. Mitte 26974/6 file.

6. Zakharov, Proval, p. 262.

7. H. Gr. Mitte, Ia Nr. 2799/41, an Pz. Gr. 4, 7.12.41, Pz. AOK 4 22457/14 file; Leeb, Tagebuchaufzeichnungen, p. 404; Meretskov, Serving the People, p. 171.

8. H. Gr. Nord, Ia Kriegstagebuch, 1.12.-31.12.41, 7 Dec 41, H. Gr. Nord 75128/4 file.

9. Ibid., 8 Dec 41.

10. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 8 and 9 Dec 41, H. Gr. Mitte 26974/6 file; Bock Diary, Osten I, 9 Dec 41. See also Guderian, Panzer Leader, pp. 260-61.

11. AOK 2, Ia Kriegstagebuch Russland, Teil II, 8-12 Dec 41, AOK 2 16690/2 file.

12. OKW, WFSt, Abt. L (I Op.) Nr. 442090/41, Weisung Nr. 39, 8.12.41, German High Level Directives, CMH files.

13. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 8 and 9 Dec 41, H. Gr. Mitte 26974/6 file.

14. Ibid., 10 Dec 41.

15. VOV, p. 114.

16. Pz. AOK 3, Gefechtsbericht Russland 1941-42, Pz. AOK 3 21818/2 file.

17. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 12 Dec 41, H. Gr. Mitte 26974/6 file.

18. Ibid.

19. Halder Diary, vol. III, p. 332.

20. See Harold C. Deutsch, Hitler and His Generals (Minneapolis: University of Minnesota Press, 1974), pp. 220-30.

21. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 10 Dec 41, H. Gr. Mitte 26974/6 file.

22. Ibid., 13 Dec 41.

23. Ibid., 14 Dec 41.

24. H. Gr. Nord, Ia Kriegstagebuch, 1.12.-31.12.41, 15 Dec 41, H. Gr. Nord 75128/4 file.

25. A0K 2, Ia Kriegstagebuch Russland, Teil II, 15 Dec 41, AOK 2 16690/2 file; H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 15 Dec 41, H. Gr. Mitte 26974/6 file.

26. H. Gr. Nord, Ia Kriegstagebuch, Dezember 1941, 15 Dec 41, H. Gr. Nord 75128/4 file.

27. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 16 Dec 41, H. Gr. Mitte 26974/6 file.

28. Der Fuehrer and Oberste Befehlshaber der Wehrmacht, WFSt, Abt. L. (I Op.) Nr. 442182, 16.12.41, OKW 2018 file; OKH, GenStdH, Op. Abt. Nr. 3170/41, an H. Gr. Mitte, 18.12.41, H. Gr. Mitte 65005/7 file.

29. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 17-19 Dec 41, H. Gr. Mitte 26974/6 file.

30. Ibid., 16 Dec 41; Bock Diary, Osten I, pp. 300-04.

31. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 19 Dec 41, H. Gr. Mitte 26974/6 file.

32. Der Chef der Heeresruestung and Befehlshaber des Ersatzheeres, Der Chef des Stabes, Tagebuch, 19 Dec 41, CMH X-124 file.

33. Halder Diary, vol. III, pp. 356-60.

34. OKH, GenStdH, Op. Abt. Nr. 32081/41, an H. Gr. Mitte, 21.12.41, H. Gr. Mitte 65005/7 file.

35. H. Gr. Mitte, Ia, an OKH, GenStdH, Op. Abt., 20.12.41, H. Gr. Mitte 65005/7 file.

36. Pz. AOK 4, (Hoepner) an H. Gr. Mitte, 18.12.41, H. Gr. Mitte 65005/7 file.

37. AOK 9, Ia Nr. 4517/41, an H. Gr. Mitte, 19.12.41, H. Gr. Mitte 65005/7 file.

38. General Halder's Daily Notes, vol. I, 20 Dec 41, EAP 21-g-16/4/0 file.

39. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 20 Dec 41, H. Gr. Mitte 26974/6 file. See also Guderian, Panzer Leader, pp. 264-68.

40. H. Gr. Mitte, Ia Kriegstagebuch, Dezember 1941, 21 Dec 41, H. Gr. Mitte 26974/6 file.

41. Bock Diary, Osten I, p. 304.

42. Hitler's Secret Conversations (New York: Farrar, Strause & Young, 1953), p. 140.

43. General Halder's Daily Notes, vol. I, 23 Dec 41, EAP 21-g-16/4/0 file.

44. Der Chef der Heeresruestung und Befehlshaber des Ersatzheeres, Der Chef des Stabes, Tagebuch, 23 Dec 41, CMH X-124 file.

45. Ibid., 22 Dec 41.

46. Ibid., 23 Dec 41.

47. Bock Diary, Osten I, p. 306.

Transcribed and formatted by Jerry Holden for the HyperWar Foundation