These counterattacks were undertaken mostly by elements of Generalmajor Walter Fries’s 29^th Panzergrenadierdivision and Generalleutnant Paul Conrath’s Panzerdivision 'Hermann Göring' (from April 1944 Fallschirmpanzerdivision 'Hermann Göring') under the control of Generaloberst Eberhard von Mackensen’s 14^th Army.

The staff of Generalfeldmarschall Albert Kesselring’s Heeresgruppe 'C' in Italy had already undertaken several studies of possible Allied landings with strategic implications. Each of these possibilities, which the Germans believed to include landings in Istria or at Ravenna, Civitavecchia, Livorno and Viareggio, was deemed to require a rapid response, so the relevant formations to defeat each landing had been decided, the routes they would have to take had been marked, and their operational tasks had been fixed. Each hypothetical situation had been given a keyword. Thus Kesselring had only to signal 'Richard' for the Anzio beach-head to become the focus of movement by General Alfred Schlemm’s I Fallschirmkorps with the Panzerdivision 'Hermann Göring' from the area of Frosinone and Generalleutnant Heinrich Trettner’s newly established 4^th Fallschirmjägerdivision from the area of Terni; of General Traugott Herr’s LXXVI Panzerkorps from the Sangro river front with Generalmajor Hans Hecker’s 26^th Panzerdivision and Generalleutnant Fritz-Hubert Gräser’s 3^rd Panzergrenadierdivision; of the 29^th Panzergrenadierdivision from the Garigliano river front; and of the staff of the 14^th Army as well as Generalleutnant Hellmuth Pfeiffer’s 65^th Division and Generalleutnant Heinrich Greiner’s 362^nd Division, which were to cross the Apennine mountains from northern Italy as quickly as the winter conditions allowed.

The Oberkommando der Wehrmacht then intervened and instructed Generalfeldmarschall Gerd von Rundstedt, the Oberbefehlshaber 'West' in France, to transfer to Kesselring’s command Generalleutnant Kurt Hoffmann’s 715^th Division, then stationed in the area of Marseille, and at much the same time ordered Generaloberst Alexander Löhr, the Oberbefehlshaber 'Südost' in the Balkans, to send to Kesselring’s command Generalleutnant Alexander Bouquin’s 114^th Jägerdivision.

On 23 January, when von Mackensen arrived at Kesselring’s headquarters, all that lay between Major General John P. Lucas’s US VI Corps at Anzio and Rome was a detachment of the Panzerdivision 'Hermann Göring' and a miscellany of artillery ranging from a few 88-mm (3.465-in) dual-role anti-aircraft/anti-tank guns to larger numbers of captured Italian, French and Yugoslav field guns.

Despite the improvisatory talents of Kesselring and his staff, it would be some seven days before the 14^th Army could offer any form of realistic opposition to any Allied offensive from the 'Shingle' lodgement. However, Lucas was concerned not so much with the threat of any German counter-offensive but rather with the consolidation of his corps' beach-head by supplementing the formations which had already landed (Major General Lucian K. Truscott’s US 3^rd Division and Major General W. R. C. Penney’s British 1^st Division) with the rest of the VI Corps (Major General Ernest N. Harmon’s US 1^st Armored Division and Major General William W. Eagles’s US 45^th Division).

On 28 January the 1^st Armored Division took Aprilia, more than 10 miles (16 km) to the north of Anzio in the western part of the lodgement, but on the right of the lodgement the 3^rd Division had been driven back opposite Cisterna.

On the same day von Mackensen had three divisions in the line and enough units to make up a fourth, but by the last day of the month he had eight divisions. Thus Kesselring, far from being intimidated by the boldness of the concept embodied in 'Shingle', assembled his counterattack forces with a speed wholly underestimated by the two senior Allied commanders responsible for operation on the western side of Italy, namely General the Hon. Sir Harold Alexander and Lieutenant General Mark W. Clark. Whether or not the Allies ever had any realistic chance of breaking the stalemate on the western side of Italy by a rapid break-out from Anzio to threaten the lines of communication of Generaloberst Heinrich-Gottfried von Vietinghoff-Scheel’s 10^th Army on the Garigliano river front, no such effort was even attempted and this gave rise during February and March 1944 to a pair of the most furious battles of World War II, both ending in defeat for the attacker: on 29 February von Mackensen had to abandon his attempts to crush the Anzio lodgement and Clark reported that his repeated attempts to force the Cassino defile had failed.

The battle for the lodgement arose from a perhaps inevitable initiative by Adolf Hitler. On 28 January Hitler sent Kesselring an un-numbered Führerweisung (the 52^nd in the overall sequence) demanding an unremitting defence of Rome to show the Allies that the will of the German people remained undiminished. This is the reason why the 14^th Army, while driving back the repeated attempts of the VI Corps to break out from Aprilia and sever the railway link between Rome and Gaeta at Campoleone, actively prepared to go over to the offensive.

On 3/4 February, this 'Fischfang' initial counter-offensive pinched off the head of the thrust by the 1^st Armored Division, supported by the 1^st Division, toward Campoleone near the main west coast rail line and the road linking Anzio with Albano. Schlemm’s I Fallschirmkorps, including Raapke’s 71^st Division, Hecker’s 26^th Panzerdivision and Conrath’s Panzerdivision 'Hermann Göring', began 'Fischfang' with exploratory probes near Isola Bella and Carano during the afternoon of 3 February, and the German forces then attacked at 23.00 to destroy the salient not with swift blows on its shoulders so to pinch it out, but rather on the basis of an attritional process. Some hours after the start of the German undertaking, the fighting had disintegrated into a number of small unit actions, most of them in and around the gullies that predominate in this area.

The next stage of 'Fischfang' was launched on 3 February, Schlemm’s intention being to pinch off the salient toward Campoleone (held by Brigadier J. G. James’s 3^rd Brigade of the 1^st Division) with attacks from the east by the 104^th Panzergrenadierregiment of Gräser’s 3^rd Panzergrenadierdivision and from the west by the 145^th Grenadierregiment of Pfeiffer’s 65^th Division. The Germans managed to take the salient, but failed to crush the 3^rd Brigade, although the British losses were high.

The arrival of Major General G. W. R. Templer’s British 56^th Division to bolster the Allied strength in the lodgement allowed Lucas to replace the battered 3^rd Brigade with a fresh brigade. The Germans were still attracted by the lure of the main road to the south to Anzio, especially in the area of Carroceto and the Aprilia Factory, now just behind the Allied front since the loss of the Campoleone salient.

From 5 to 7 February each side concentrated its efforts on heavy artillery bombardments and bombing attacks in an effort to disrupt the other side’s preparations for renewed ground operations. The Germans launched their new effort at 21.00 on 7 February as 'Morgenröte' (ii).