Second Kharkov, May 1942:

A Case Study in Failed Planning

By Paul Youde

6 S&T 271 | NOV–DEC 2011

 Note: Soviet units are in italics; German
units are in plain text.

Opposing Plans

T
he Second Battle of Kharkov,
fought in May 1942, was a
disaster for the Soviet forces
that took part in it and for those Soviet
commanders who planned and com-
manded it. To understand why the
disaster occurred, we need to focus on
the Soviets’ strategic and operational
planning decisions that led up to it.
When, early in 1942, Stalin and
Stavka (the high command staff of the
armed forces of the Soviet Union) sat
down to determine their strategic plan
for the upcoming spring and summer
campaigning season, they deduced
the Germans’ primary effort would
be toward Moscow, with a possible
secondary offensive in the south. That
overarching belief was central to the
subsequent decisions made by Stalin
and his subordinates. Though they
agreed on what the Germans would
most likely do, they then differed on how
best to deal with that coming offensive.
Marshal Boris M. Shaposhnikov,
Chief of the General Staff, believed
Soviet forces should conduct a
passive defense to wear down the
attacking Germans before launching a
counteroffensive later in the summer.
Marshal Georgi K. Zhukov, at the time
commander of the West Front (army
group), the forces of which directly
defended Moscow, agreed Soviet forces
should adopt a generally defensive
strategy. He also proposed, however,
they undertake a number of pre-emptive
attacks against those German forces
occupying positions closest to Moscow.
His aggressive proposal (by then almost
stereotypically so) was taken up by
Stalin and then further expanded to
include offensive actions in other
sectors from the Baltic to the Black Sea.
Stalin therefore ordered the general
staff and front commanders to plan
local offensives in the Kharkov, Kursk,
Vyazma, Leningrad, Demyansk,

S&T 271 | NOV–DEC 2011 7

Karelian and Crimea regions. His the strategic initiative and to rapid succession, which would prove to
final directive on the matter read: disrupt German preparations be the quickest and most certain way
for their summer offensive. to defeat the Germans. He believed
Simultaneously with the shift to that German forces, after their retreat
a[n overall] static defense, I foresee That decision reflected Stalin’s during the previous winter, were still
the conduct of local offensive general strategic and operational exhausted and logistically overextended.
operations along a number of philosophy during that period of the That, in his mind, justified the decision
axes to fortify the success of the war. That is, he felt certain it would be for further attacks. Gen. Aleksandr
winter campaign, to improve the the application of offensive force in M. Vasilevsky, at that time in 1942
operational situation, to seize many sectors at once, or perhaps in the head of Soviet armored forces,
later remarked that Stalin’s decision
to “defend and attack simultaneously
turned out to be the most vulnerable
aspect of the [1942 Soviet] plan.”
At about that same time the German
high command, after considerable
debate, decided their forces in the
east—no longer strong enough to attack
all along the front as they had the year
before—would resume the offensive in
early summer with their primary axis
of advance in the south. In general, in
Fuehrer Directive 41, Hitler established
the two objectives for the upcoming
summer campaign as being to “conclu-
sively destroy the Soviet armed forces
and to deprive the Soviets of the resourc-
es necessary to continue the war.”
He chose the codename “Operation
Blue” for the new offensive, thereby
reverting to the color-title system
under which the stunning 1940 victory
over France had been won (Operation
Yellow). More particularly, he also
directed that Army Group South would
advance through the Donets River
basin (thereby immediately denying the
Soviets an area rich in natural resources
and industry) to Stalingrad and then
turn south to the vital (for both sides)
oilfields of the Caucasus. He believed
the open terrain of the southern steppes
would allow the German Army’s tacti-
cally superior panzer and motorised
infantry formations to destroy the
Soviets opposing them in large encircle-
ment battles even more decisively than
had been done the previous year.
The consequence of Stalin’s defend-
and-attack strategy therefore meant any
pre-emptive or local offensive actions
in the south would be opposed by the
Germans’ most combat-effective forma-
tions, which were preparing for their
own much more massive operation.
In early March, then, even as the last
embers of the Soviet winter offensive
were extinguishing themselves in the
mud, Stalin went ahead and ordered
his front commanders to prepare
an “appreciation” of the operational
situation in their respective sectors
and to propose local offensive actions
for the spring and early summer.
Southwestern Direction The report also outlined the probable
goals of the expected enemy secondary
In the Kharkov region that task offensive in the south as being:
fell to the Southwestern Direction
(theater of operations) Military Council, an offensive by large enemy forces
consisting of Direction Commander between the Northern Donets River
Marshal Semyon K. Timoshenko; Chief and the Taganrog Gulf to secure
of the Direction’s Operational Group, the lower Don and subsequently
Lt. Gen. Hovhannes K. Bagramian; and the Caucasus oil fields. This attack
Direction Military Commissar Nikita will probably be accompanied by
S. Krushchev. On the 22nd they sent an offensive against Stalingrad
their appreciation (Report No. 00137/ by a secondary force grouping
op) to Moscow. The report stated: and by amphibious operations
from the Crimea against the
As a result of a series of Caucasian coast of the Black Sea.
operations involving attacks on
important and vital enemy axes, Bagramian’s assumptions concerning
Southwestern Direction Fronts Semyon Timoshenko, the direction of the German offensive
have seized the initiative, inflicted Southwest Direction Commander in the south were startlingly close to the
severe losses on the enemy, and path the German high command was
liberated significant territory from The report also noted the build up of intending to take in Operation Blue.
the German-Fascist occupiers... enemy reserves, including a significant Though he guessed correctly about
At the same time our forces number of tanks, in the areas opposite the direction, he was wrong about
occupied a rather favourable South Front. In line with the already the relative strength of the blow the
position for developing an attack officially accepted (and therefore doctri- Germans were planning to land on
on Kharkov. Only insufficient nal) truth the Germans were certain to the Soviets in the south. In the part of
numbers and means prevented attack Moscow that summer, Bagramian the report dealing with the immediate
us from fully exploiting our speculated about those panzers: strategic aims of Southwestern Direction
achieved success to finally defeat operations, Bagramian boldly declared:
the main enemy group in the It is probable that, together with
south and secure Kharkov. frontal attacks against the Western According to all indicators,
Front, the enemy will attempt spring should be characterized
The optimism and confidence inher- to envelope Moscow from the by a renewal of extensive enemy
ent in the tone of that report reflected south and southeast with large offensive actions. Irrespective
the Southwestern Direction’s recent moto-mechanized formations of this, during the period of
run of success. In November 1941 its attacking from the Bryansk and the spring-summer campaign,
forces defeated the Germans at Rostov Gomel regions to reach the Volga Southwestern Direction
and, in January 1942, they established River in the Gorki region and forces must strive to achieve the
the Barvenkovo bridgehead across the isolate Moscow from the most vital principle strategic aim to defeat
Donets River to the south of Kharkov. industrial and economic centers the opposing enemy forces and
Their most recent success, albeit more in the Volga and Ural regions. reach the middle Dnepr River
limited in nature than the earlier one, (Gomel, Kiev and Cherkassy) and
came at the beginning of March when continued on page 12 »
38th Army established another bridge-
head across the Donets, this time to the
east of Kharkov. (Even so, a subsequent
attack by Southwest Front’s 6th Army in
the Balakleya area failed to eliminate
the German bridgehead on the eastern
side of that same river, and that failure
was to prove costly once the new Soviet
Kharkov offensive was underway.) In the
report’s evaluation of the enemy and his
probable intentions, its principal author
(Bagramian) expressed the view that:
As a consequence of completed
and ongoing offensive operations,
we have succeeded in disrupting
enemy forces’ normal operations,
forcing him to expend not only
all his operational reserves, but
also to fragment his divisions
in the first line of defense, right
down to separate battalions in
order to localize our success. Destroyed german tanks after second battle in Kharkov, May 1942.
10 S&T 271 | NOV–DEC 2011
 A captured and repaired Pz.38(t) tank on its way to a Soviet line unit.

S&T 271 | NOV–DEC 2011 11

» continued from page 9 upcoming German offensive in the going to give him such an attack. As
farther to a front from Cherkassy south, but at the same time throw Commissar Khrushchev remarked:
through Pervomaisk to Nikolaev. back those German forces beyond the “The Supreme High Commander,
That report to Stavka is important Dnepr, demonstrates that thinking. Stalin himself, had assigned the front
because it reveals not only the inten- Recently, post-Soviet Russian that mission and [he’d declared] that it
tions of the Southwestern Direction historians have emphasized the politi- was already a ‘guaranteed success.’”
Military Council, but also their cal aspect of the council’s decision to
optimism and confidence, which propose such an ambitious offensive: Plan Approved
was built on their recent success. pleasing Stalin. He wanted to attack the
The report’s assertion Southwestern Germans as soon as possible, and the The Southwestern Direction
Direction could not only halt the members of the council were therefore Military Council met with Stalin

Armor Organization mortar and reconnaissance battalions. The Germans

A spring 1942 tank corps tank brigade The Germans changed the composition
By the start of the Second Battle consisted of 46 tanks formed into two of their panzer formations a number of
of Kharkov the organization of the tank battalions with 5xKV heavy tanks, 8xT-34 times throughout the war, with the overall
(panzer) formations used by both sides had medium tanks and 10xT-60 light tanks in each, trend being to reduce the number of panzers
changed markedly since the outbreak of along 8x82mm mortars, 6x14.7cm anti-tank in each, while increasing the quality of
the German-Soviet War the year prior. rifles and 4x37mm anti-aircraft guns, all those machines as well as the amount
with an established strength of 1,471 men. of infantry and other support units.
The Soviets A tank corps motorised rifle brigade had By April 1942 German panzer divisions
The Soviets at the beginning of the war an established strength of 3,152 men with consisted of a panzer regiment of three panzer
formed their tanks into divisions; however, 12x76mm guns, 4x120mm mortars, 30x82mm battalions, with an established total strength
those units proved vastly inferior to their mortars, 12x37mm anti-aircraft guns, 12x45mm of 190 medium and light panzers; and two
German counterparts and were destroyed in anti-tank guns and 54x12.7cm anti-tanks rifles. panzer grenadier regiments, each of three
the frontier battles of June and July 1941. The motorised riflemen were supposed to infantry battalions and one engineer battalion.
For the remainder of that year the largest be transported in trucks, but due to the ongoing Those battalions were partly equipped with
tank formations the Soviets employed were shortage of those vehicles—Anglo-American halftrack vehicles, while the rest of the divi-
brigades. In March 1942, in recognition of the Lend Lease hadn’t yet kicked in—many of sions’ infantry moved in trucks. Each panzer
need to return to fielding larger mechanized them rode on the tops of the tanks to get to division also had a reconnaissance battalion
units, they experimented with mechanized the battlefield and then dismounted. That equipped with armored cars and halftracks, a
corps each containing three brigades. In lack of independent mobility for the riflemen motorcycle battalion and an artillery regiment
mid-April Stavka ordered the creation of tank meant the tanks were more easily separated with two battalions of 105mm howitzers
corps consisting of three tank brigades and a from their support in combat, leaving them and one battalion of 150mm howitzers.
motorised rifle brigade along with supporting vulnerable to enemy attack and counterattack. The cross-country mobility provided by
their halftracks gave the German panzer
grenadiers an advantage over Soviet truck
or tank-riding riflemen. The Germans could
therefore more easily perform combined-arms
tactics. They also often employed custom-
mixed ad hoc combat groups (kampfgruppen)
of panzers, reconnaissance and grenadiers
that proved to have as much combat power
as full strength Soviet rifle divisions.
That combat power enhancement was
also multiplied by the presence of a radio in
almost every vehicle in a panzer division, as
compared to their only being carried in com-
mand vehicles in their Red Army counterpart
organizations. Even though the “information
age” wouldn’t be viewed to have begun until
after World War II ended, that greater speed
in information handling facilitated German
combat efficiency over their opponents in the
east right up to the end of the war. The panzer
divisions’ greater flexibility in force composi-
tion, their superior tactical mobility, their
speed in communication, their manpower’s
higher level of combined-arms training, and
their longer combat experience, all combined
to give them great advantages over Soviet
tank corps in the spring of 1942. ◆

12 S&T 271 | NOV–DEC 2011

and Shaposhnikov on 27 March in
Moscow to present their offensive
plan. In the discussions that followed,
Shaposhnikov again argued attacking
in the spring would dissipate Soviet
strength and undermine the defense
of Moscow. Bagramian disagreed,
stating it was better to strike before the
Germans had completed reorganiz-
ing for their summer offensive.
Stalin, while still wanting an
offensive in the Kharkov region,
recognized he couldn’t agree to transfer
the number of additional formations
required for the Southwestern Direction’s
proposal. It would cancel out his
proposed offensives elsewhere along
the front, while also possibly crucially Soviet riflemen advancing past a wrecked Panzer soon after the start of the offensive.
weakening the defense of Moscow itself.
He therefore ordered them to prepare risk their careers and possibly their lives. the offensive in the Kharkov region.
a more limited offensive proposal. The plan’s principle aim was: “to
The question as to the number Red Army Quality secure the Kharkov region, [then] to
of additional formations required by conduct a force regrouping and by
Southwestern Direction in order for Another factor to consider was the a subsequent attack in the direction
it to achieve success in the proposed quality of the Red Army in the spring of Dnepropetrovsk and Sinelnikovo
offensive was crucial to the outcome of 1942. At the time the average Soviet Station, deprive the enemy of important
of the battle as it actually came to be soldier was green, especially in compari- crossing sites over the Dnepr.”
fought. Bagramian had initially pro- son to his German counterpart. Most Again, just as in its earlier versions,
posed it would require an additional 34 of the 1941 manpower of the Red Army the final plan for the Kharkov region
rifle divisions, 28 tank brigades and 24 had been killed, wounded or captured offensive still ambitiously called for
artillery regiments, which Stalin rejected by the Germans. In simple fact, the Southwestern Direction forces pushing
in the meeting of 27 March. When they typical soldier in the Red Army at that the Germans across the Dnepr. The plan
met with Stalin again two days later, time was only recently conscripted and detailed the following assignments:
their revised additional force require- had little or no combat experience. The
ment totalled 27 rifle divisions, nine inexperience of the average junior and To achieve the established
cavalry divisions, 26 tank brigades, three non-commissioned officers was also a objectives the basic concept of
motorised rifle brigades and 25 artillery cause for concern. As Marshal Alexander Southwest Front operations is as
regiments, which was again rejected. M. Vasilevsky would later put it: follows: encircle and destroy the
Before the Southwestern Direction enemy Kharkov grouping by envel-
Military Council left Moscow, they The Soviet Army of [early] 1942 oping attacks by 6th Army from
presented yet another revised request was not prepared to conduct major the south and 28th Army from the
for additional formations that amounted offensive operations against the north; reach the designated posi-
to 10 rifle divisions, 26 tank brigades well-trained German Army, simply tions and create favorable jump-
and 10 artillery regiments. Stalin because it did not have the neces- off positions for regrouping for the
approved that proposal and directed sary quantitative and qualitative next attack on Dnepropetrovsk
them to undertake final planning for advantage over the Wehrmacht, and Sinelnikovo Station. The
an offensive in the Kharkov region and because its leadership both
on that much-reduced basis. at command and junior officer
Even if we assume Bagramian’s level was still being rebuilt after
initial estimate of the number of the stinging defeats in 1941.
additional formations required for
the operation was exaggerated; the Thus the relatively inexperienced
fact his second estimate was also Southwestern Direction forces were
rejected, and only a third and much tasked to undertake an offensive
lower estimate was accepted, leaves against a combat hardened opponent
a question mark over the rationale without the necessary overwhelming
for the whole operation. The pattern quantity in terms of the numbers
demonstrated was one that degraded of formations needed to redress
Soviet planning throughout this phase that qualitative imbalance.
of the war: once Stalin had declared
some overarching consideration to be Further Debate
in place, his subordinates then went
through whatever machinations of On 10 April the Southwestern
pseudo-logic were necessary in order to Direction Military Council submitted
hew to that line. To do otherwise was to its final operational plan to Stavka for

S&T 271 | NOV–DEC 2011 13

 basic concept of South Front for the northern pincer to be conducted time, 38th Army was given a greater
operations consists of creating by 28th Army rather than his own force. role in the attack out of the northern
a deep echelon defense along He noted the 28th had only recently been bridgehead along with 28th Army.
the most important axes and activated, and as such its staff’s com- Bagramian later claimed the
conducting an active defense to mand and control ability was unknown Southwestern Direction Military Council
tie down opposing enemy forces. and its logistical organization untried; was particularly concerned about the
whereas 38th Army was an experienced possibility of a German thrust from
The final plan met with opposi- formation and had an established Slavyansk. Even so, that concern didn’t
tion from several Stavka members; logistical network. The staff of Soviet 6th stop them from weakening South Front
in particular, Shaposhnikov voiced Army were also concerned about the by transferring seven artillery regiments,
concern about the vulnerability of the protection of the outer flank of their three tank brigades and two rifle bri-
forces attacking out of the Barvenkovo southern pincer, which would become gades to Southwest Front. Bagramian’s
bridgehead, which he described as longer and more vulnerable to counter- final solution to the problem of the
“an operational sack.” He warned attack the farther their forces advanced. Barvenkovo bridgehead’s southern
the bridgehead was vulnerable to The Southwestern Direction Military flank was, then, simply to throw it back
being severed at its base along the Council therefore issued yet another on the South Front commanders. He
Donets River via converging attacks revised plan on 28 April (Operational proposed that, as the Germans would
made by the German forces in the Directive No. 00275) incorporating a have to shift formations from other
Balakleya bridgehead to the north and number of alterations based on recom- sectors opposing South Front in order
from the Slavyansk area in the south. mendations received from the front to be able to attack the southern flank
Timoshenko lobbied hard for the plan, commanders. That directive still called of the Barvenkovo bridgehead, that
however, and personally guaranteed to for the primary attack from the south- would free Soviet formations in those
Stalin it would have full success. Stalin ern bridgehead and a secondary attack same sectors to move to reinforce the
supported his old friend against his from the northern bridgehead; however, defenders of the attacked southern
other advisors, and gave his permis- in the south a separate flank force flank. Bagramian was clearly trying to
sion for the offensive to go ahead. from Soviet 6th Army was created called pre-emptively shift the blame for any
The plan also met with criticism Group Bobkin, consisting of a cavalry failure onto his South Front colleagues,
from the commanders of Southwest corps with added tank support and two as he was certainly aware the time
Front who were tasked with implement- rifle divisions, to protect the southern involved in such a redeployment
ing it. Gen. Moskalenko, commander of flank of those forces advancing out of would make his solution impractical.
38th Army, objected to the fact it called the southern bridgehead. At the same

A German Machinegun position near Kharkov.

14 S&T 271 | NOV–DEC 2011

 Soviet prisoners being marched into captivity.
Operation Fredericus I & II

Bagramian’s concern for the

Barvenkovo bridgehead south flank
was, of course, justified. German Army
Group South had earlier identified that
salient as posing a threat to Kharkov, a
crucial logistical hub for the upcoming
Operation Blue offensive. On 25 March,
AGS headquarters had therefore issued
a directive for Operation Fredericus,
which was aimed at eliminating the
Barvenkovo bridgehead. That plan
called for a simultaneous attack from
the Balakleya area, on the north of
the bridgehead, down the eastern “We did not create a single regrouping As none of Stalin’s called for local
bank of the Donets River, and from plan and did not give clear orders offensives achieved their objectives,
the south of the bridgehead up the regarding the order and priority of and also failed to cause the Germans
western bank of the same river. crossing bridges, conducting marches, to delay Operation Blue, it can be said
Hitler’s headquarters became the organization of air defense on the his appreciation of the “correlation
concerned an attack along the eastern march and in concentration areas.” of forces” along the entire front was
bank of the Donets would expose those The thaw that began in mid-April wrong, and the strategy stemming
forces’ flank to a Soviet counterattack, didn’t help matters, as the dirt roads from it proved a costly failure, none
and ordered a revision of the opera- of the region turned to mud and more so than in the Kharkov region.
tional plan. Operation Fredericus II, many of the rivers flooded, all of The Soviet operational planners’
the revised plan for the elimination of which hindered effective command mistakes for the Second Battle of
the Barvenkovo bridgehead, therefore and control during the regrouping. Kharkov were even more crucial in
changed the orientation of the northern The result was many of the called for bringing on its disastrous outcome.
thrust to the west bank of the Donets preparations for the offensive weren’t First, the Southwestern Direction
and called for a start date of 18 May. yet completed when it began. planners—in line with Stalin’s
overall thinking—underestimated
Final Preparations Conclusions the strength and composition of the
forces opposed to them. Second, their
Southwestern Front experienced Stalin’s decision to launch a series continued assertion Southwest Front
numerous difficulties in regrouping its of pre-emptive local offensives against could undertake a large offensive with
forces for the offensive. That regrouping the Germans in the spring of 1942 was a generally inexperienced force, the
involved the movement and integration clearly a mistake. The local offensive in overall strength of which remained
of three armies and their numerous the Leningrad region, with the aim of far below their own initially proposed
supporting units into their assault linking up with the isolated 2nd Shock operational requirements, was rooted
positions. To add to those difficulties, Army, was called off toward the end of in politics rather than in sound strategy
on 17 April Stavka ordered Southwest April without achieving its objective. or operations. Third, their decision to
Front to immediately create three (Second Shock, still isolated, finally allocate insufficient forces to South
new tank corps from their existing surrendered in June.) The local offensive Front to undertake the active defense
tank formations. The job of creating of the Northwest Front to eliminate of the south flank of the Barvenkovo
command and control and logistical German 2nd Corps, trapped in the bridgehead was decisively exploited by
structures for those units was critical, Demyansk pocket, had also failed by the the Germans. Finally, their lack of direc-
since they were to spearhead the end of April. The West Front was tasked tion and control in the final regrouping
exploitation phase of the operation. with assisting the escape of Group Belov, phase meant that preparation remained
As it was, only two of the new corps an ad hoc force of cavalry, airborne and unfinished at the time of the start
(21st and 23rd) were operational by the partisan units operating behind enemy of the battle. Thus the Southwestern
start of the offensive, and neither of lines in the Vyazma region; however, Direction Military Council in general
them had any time to properly fit their that local offensive also failed. (Group and, in particular, Bagramian, must take
component brigades into the new Belov was fully eliminated in late May.) the responsibility for formulating and
command structure (which became The local offensive in the Kursk region promoting an operational plan they
apparent in their subsequent poor by Bryansk Front, which was primarily knew was essentially flawed. ❖
performance during the battle). intended to assist Southwest Front’s
That, and various other problems Kharkov offensive, also produced no Sources
Battistellil, Pier Paolo. Panzer Divisions: The Eastern Front
encountered by Southwest Front in good result. The Crimean Front’s local 1941-43.
the final regrouping phase of the plan, offensive, launched from the Kerch pen- Beever, Antony. Stalingrad.
Erickson, John. The Road to Stalingrad.
caused the postponement of the start insula, failed after only two days. Finally, _______. Barbarossa: The Axis and The Allies.
of the offensive until 12 May. Even so, the Karelian Front’s local offensive to Glantz, David. Kharkov 1942: Anatomy of a Military Disaster
Through Soviet Eyes.
the final regrouping came in for criti- push Finnish forces back across the _______. The Soviet Conduct of Tactical Maneuver:
cism from many of the commanders Svir River was called off after 10 days of Spearhead of the Offensive.
Moskalenko, Marshal K. S. On The Southwestern Direction.
involved. Moskalenko later wrote: fighting without any significant gain. Vasilevsky, Marshal A.M. The Matter of My Whole Life.

S&T 271 | NOV–DEC 2011 15

 The Course of the Fighting

Ed’s Note: the following sidebar is

excerpted and adapted from a piece
that originally ran in issue 68.

Early Going

Initially the Soviets poured through the

German lines on 12 May. The Germans were
able to avoid a route in front of Kharkov
only by forming the same type of all-around
strongpoints (“hedgehogs”) that had broken
the back of the Soviet winter offensive.
Soviet 6th Army tore open the German
front in its sector. The Germans soon had
gaps in their line where there were simply no
units. By 15 May, Krasnograd and Taranovka
had fallen. The next day a Soviet reconnais-
sance element temporarily got within 25
miles of Army Group South headquarters
in Poltava, the scene of the historic defeat
of an earlier would-be conqueror or Russia,
Charles XII of Sweden, in the 17th century.
By rapidly moving 3rd and 23rd Panzer
Divisions into the breach, Gen. Paulus,
commander of German 6th Army, was able
to halt the drive of 28th Army some 12 miles
from Kharkov. Army Group South commander
Marshal Fedor von Bock was in a quandary
as to what to do: Paulus could barely keep his
army afloat, much less launch an immediate
counterattack. The only rescue force available
was 17th Army, the command element that was
to constitute the southern wing of Operation
Fredericus II, the Germans’ own planned and
upcoming attack into the Soviet salient. Even
so, it was apparent that army would have to
be quickly reinforced. Field Marshal Ewald von
Kleist was therefore hurriedly moved forward,
along with elements of his 1st Panzer Army, to
command the southern counterattack force.
The Soviets were playing into the
Germans’ hands in that regard, in that they
were being slow to commit their reserves.
Instead of pushing out those units far and
fast as they opened gaps in the German line,
as the Germans surely would’ve done had
the situation been reversed, they sent them
in piecemeal. One of the axioms for using
a reserve is it must not be committed too
soon or too late; the decisive moment occurs
when the weight of the reserve can alter (or
culminate) the course of a battle. Sent forward
in driblets, the Soviet reserve had little impact.
At the same time, by only probing to the
south, the Soviets failed to disrupt the hurried
German preparations for a counteroffensive.
As it was, by 16 May the Soviet command
was receiving reports of the growing strength
of the enemy force assembling to the south.
They realized too late they were advancing
into what amounted to a trap about to
be sprung. The Germans launched their
counteroffensive from the south on 17 May.

16 S&T 271 | NOV–DEC 2011

Counterattack

By the 21st the Germans had reached the

Donets. They also sent 16th Panzer Division
toward Izyum, the main communication center
for the whole Soviet bulge. That division crossed
the river and got inside the suburbs of that town.
The larger German attack was carried out
by 3rd Panzer Corps. That force continued to
drive north, and on 22 May it linked up with 44th
Infantry Division coming down from the north:
all the Soviets to the west were pocketed.
Meanwhile, the leadership of Southwestern
Direction were urging Stalin to call back the
whole attack, reporting to him about the German
force that was cutting into their operation’s
southern flank. Stalin refused to consider any
change in plan and, as a result, the Soviets
were unable to prevent the Germans from
firmly sealing off their rear. Once the cut off was
completed, however, the Southwestern Direction
command, on its own initiative, began to divert A captured Soviet T-34 tank put to use by the Germans.
forces to try to reopen a path into the newly
formed pocket. They deployed units from 37th
and 38th Armies in a line to keep the Germans
from expanding their ring wall to the east,
and their plan was to have those units attack
inward as those in the pocket attacked out.
The situation was fluid, as the Germans had
little time to prepare strong positions within
the lines of their encirclement. The Soviets then
threw everything they had into the rescue and
breakout effort. The mutilation of the German
dead discovered after the battle attested to the
ruthlessness of that attack. The focal point of
the Soviet effort fell on the 101st Jaeger (light
infantry) Division, which was then the only
formation standing between the Reds and a
clean getaway. At that crucial moment, however,
the Soviets had no final reserve left to commit
in order to secure a breakthrough. Everything
was already committed, and none of the units
nearby proved able to disengage and move
rapidly enough to get where they were needed.
The result was a bloodbath, but by the third
day of the Soviet effort the 101st still held, and
the Reds’ attack ran out of steam. The pressure
on German 6th Army was by then also falling
off, and that force was able to add its weight
to the counterattack, which was enough to
keep the remainder of the Soviet forces away
from the breakout attempt. The rest of the
battle was little more than a German mop up
operation as the Soviet pocket was destroyed.
When the fighting was over the Germans
had bagged 22 rifle and seven cavalry divisions.
The Soviets had lost 239,000 men, 1,250 tanks
and 2,026 artillery pieces. Soviet 6th, 9th and 57th
Armies were destroyed, and the commanders
of the first two were killed. As it turned out, it
was the last strategically significant pocket the
Germans would create during the war, though no
one would’ve predicted that at the time. ◆

— Stephen B. Patrick

S&T 271 | NOV–DEC 2011 17