'Fridericus I' was the German reduction of the Soviet-held Izyum salient by the forces of Generaloberst Ewald von Kleist’s 1^st Panzerarmee, under the overall control of Generalfeldmarschall Fedor von Bock’s Heeresgruppe 'Süd', as a preparatory move before the implementation of the 'Blau' summer offensives of 1942 (17/28 May 1942).

This salient, otherwise known as the 'Izyum bulge', had been driven into the line held by Heeresgruppe 'Süd' by the 'Barvenkovo-Lozovaya Offensive Operation' launched on 18 January 1942 by General Leytenant Avksenti M. Gorodnyansky’s 6^th Army, General Leytenant Dmitri I. Ryabyshev’s 57^th Army and General Major Fyedor M. Kharitonov’s 9^th Army of General Leytenant Fyedor Ya. Kostenko’s South-West Front as part of a plan for the South-West Front and General Leytenant Rodion Ya. Malinovsky’s South Front to drive to the west across the Donets river between Balakleya in the north and Artemovsk in the south before wheeling to the south in order to reach the coast of the Sea of Azov at Melitopol and so to trap the German forces in the area.

The advance did not go as the Soviets had planned, however, for the 6^th Army, 57^th Army, 9^th Army and General Leytenant Anton I. Lopatin’s 37^th Army of the South Front were halted on their start lines and the formations of the South-West Front had been checked by 31 January, the latter after the creation of a substantial salient into the German lines, by Generaloberst Friedrich Paulus’s 6^th Army and Generaloberst Hermann Hoth’s 17^th Army supported by General Eberhard von Mackensen’s Gruppe 'von Mackensen' based on von Mackensen’s own III Corps (mot.), which turned back a break-out by the 57^th Army.

Some 50 miles (80 km) wide across its throat between Balakleya and Slavyansk on the Donets river, this salient extended to a depth of about 70 miles (115 km) into German-held territory with its western edge between Ligovka and Lozovaya. This basically rectangular salient was then eliminated by 'Fridericus I' (initially 'Fridericus Süd') after the Soviets had resumed their own offensive on 12 May as the 'Izyum Bridgehead Offensive Operation' in an effort to break out once more as the 6^th Army and General Major Leonid V. Bobkin’s Operational Group 'Bobkin' struck to the west in the direction of Krasnograd on the main railway line to the south-west of the city of Kharkov with the support in the north of General Major Kirill S. Moskalenko’s 38^th Army and the 28^th Army, the latter now under Ryabychev’s command, and with their southern flank shielded by General Leytenant Kuzma P. Podlas’s 57^th Army and Kharitonov’s 9^th Army of the South Front.

The first of Soviet offensives to impinge directly on 'Blau I', this 'Izyum Bridgehead Offensive Operation' (which became known to the Germans as the 2^nd Battle of Kharkov) began on 12 May, when Marshal Sovetskogo Soyuza Semyon K. Timoshenko’s South-West Front assaulted von Bock’s Heeresgruppe 'Süd' to the north and south of Kharkov in the 2^nd Battle of Kharkov (12/28 May 1942), the 1^st Battle of Kharkov (20/24 October 1941) having been the German capture of this large and important Ukrainian industrial city and communications nexus just to the west of the Donets river during the later stages of 'Barbarossa'.

As the Germans forces swept to the east in 'Barbarossa' during the autumn of 1941, Kharkov was one of the most important strategic centres for the western USSR’s rail and air communications: it connected not only the east/west and north/south parts of Ukraine, but also several central regions of the USSR including Crimea, the Caucasus, the Dniepr region, and the Donbas. Kharkov was also one of the USSR’s largest industrial centres, including among its capabilities the manufacture of the T-34 medium which had also been designed in Kharkov, and the city also contained aircraft, turbine, artillery, mortar and small arms factories, all of which were seen as strategically important by the Germans as much as by the Soviets. After the Battle of Kiev (23 August/28 September 1941), Heeresgruppe 'Mitte', then commanded by von Bock, had been ordered to redeploy its forces for the planned 'Wotan', later 'Taifun' (i), offensive against Moscow: Generaloberst Heinz Guderian’s 2^nd Panzergruppe (from 5 October 2^nd Panzerarmee) turned to the north in the direction of Bryansk and Kursk, and on the southern part of the front, for which Generalfeldmarschall Gerd von Rundstedt’s Heeresgruppe 'Süd' was responsible, these Panzer divisions were replaced by Generalfeldmarschall Walter von Reichenau’s 6^th Army and the 17^th Army, which was commanded up to 5 October by General Carl-Heinrich von Stülpnagel and then by Hoth.

The primary offensive formation controlled by Heeresgruppe 'Süd' was von Kleist’s 1^st Panzergruppe (from 25 October 1^st Panzerarmee), which was ordered to move to the south for an offensive toward Rostov-na-Donu and the Caucasian oilfields in accordance with the Führerweisung Nr 35. The burden of processing the 600,000 prisoners taken at Kiev then fell on the 6^th Army and 17^th Army, so while the 1^st Panzergruppe secured the German victory in the Battle of Melitopol, the two infantry armies spent the next three weeks regrouping.

During this same period the Stavka was faced with the urgent requirement to to stabilise its southern flank, and therefore poured reinforcements into the area between Kursk and Rostov-na-Donu at the expense of the Soviet strength in front of Moscow. The South-West Front, which had been completely destroyed during the battle of Kiev, was at this time re-established under Timoshenko’s command, and its 40^th, 21^st, 38^th and 6^th Armies were in effect wholly rebuilt.

With the Battle of Moscow under way, the Germans had an urgent need to protect their northern and southern flanks, and on 6 October von Reichenau’s 6^th Army advanced through Sumy and Okhtyrka in the direction of Belgorod and Kharkov, and Hoth’s 17^th Army began its offensive from Poltava toward Lozova and Izyum to protect the lengthening flank of the 1^st Panzergruppe. The South-West Front’s 6^th Army, at the time commanded by Malinovsky, and General Major Viktor V. Tsyganov’s 38^th Army failed to implement a co-ordinated defence and were driven back. As the attempts to remedy the situations at Vyazma and Bryansk had left the Stavka without reserves, Timoshenko was forced to retreat in order to prevent a total collapse of the Soviet southern flank. Although the Germans' main objectives before the advent of winter were the destruction of Leningrad and the capture of Moscow and the approaches to the Caucasian oilfields, Kharkov was an important secondary objective as, the Oberkommando des Heeres believed, its seizure would protect the flanks of its motorised spearheads and at the same time deprive the Soviets of some of their last surviving major communications and industrial facilities, which could then be brought back to operational condition in German service. The loss of Kharkov meant that the South-West Front and the South Front, the latter commanded since 5 October 1941 by General Polkovnik Yakov T. Cherevichenko, had to fall back on Voronezh and Stalingrad as their major transport hubs.

During the second week of October, the adverse conditions of the autumnal rasputitsa (ground turned to mud by constant rain) and the poor logistics in the area between the Dniepr and the front (all the existing bridges had been destroyed during the fighting and ice now threatened the current pontoon bridges) meant that the German offensive stalled, and Adolf Hitler personally ordered the reallocation of resources from the 17^th Army to the 6^th Army to ensure the capture of Kharkov, in which the Soviet forces were commanded by the local commandant, General Major Ivan I. Marshalkov. This weakened the 17^th Army's capability to protect the flank of the 1^st Panzergruppe and contributed to the German defeat at the Battle of Rostov-na-Donu. After 17 October, night frost improved the roads but snow storms and the increasing bitter cold now started to hamper the Germans, who were inadequately equipped for winter operations.

The task of taking Kharkov was allocated to General Erwin Vierow’s LV Corps, which had at its disposal Generalleutnant Josef Brauner von Haydringen’s 101^st leichte Division advancing from the north, Generalleutnant Anton Dostler’s 57^th Division advancing from the south, and Generalleutnant Werner Sanne’s 100^th leichte Division, which in fact did not take part in the battle. Two of the three batteries of Hauptmann Kurt von Barisani’s 197^th Sturmgeschützabteilung, which had 12 StuG III self-propelled assault guns, were attached to the 57^th Division to provide close fire support during the assault.

Timoshenko’s South-West Front had ordered Tsyganov’s 38^th Army to hold the city of Kharkov while its strategically important factories were dismantled and evacuated for reconstruction farther to the east, and at the local level the 216^th Division had been re-formed in Kharkov after its destruction at Kiev. It received little to no support from other divisions or from higher command echelons because the 38^th Army was in the process of a strategic retreat and the defence of Kharkov was necessary for only as long as it took for its factory equipment to be completely dismantled and evacuated. By 21 October the 101^st leichte Division had reached a line about 3.75 miles (6 km) to the west of Kharkov. The 228^th Regiment spearheaded the division, its 1/228^th Regiment and 3/228^th Regiment taking up defensive positions on the front and the 2/228^th Regiment remaining in reserve. On 22 October the regiment was ordered to reconnoitre and establish the Soviet positions. At 12.00 on the at same day the regiment was attacked by a tank-supported Soviet infantry battalion, which was repulsed and in the process lost two tanks.

During the night which followed, the required reconnaissance information was transmitted by radio to divisional headquarters, indicating that the 216^th Division had occupied the western edge of the city, with machine gun nests, mortar pits and minefields in place. For the attack the 3/228^th Regiment, on the right flank, was reinforced with two pieces of artillery from the division’s 85^th Artillerieregiment, a company of engineers and a 3.465-in (88-mm) dual-role Flak and anti-tank gun. The 2/228^th Regiment received the same level of reinforcement less the Flak gun. The 1/228^th Regiment was the regimental reserve. The 1/229^th Regiment was to shield the left flank of the 228^th Regiment.

The attack was to start at 12.00 in conjunction with the attack of the 57^th Division. At 11.00 a link was established between the 85^th Artillerieregiment and the 228^th Regiment. The artillery was not ready at the time, however, so the attack had to be postponed. In the meantime the anti-tank company, which had been delayed by mud, at last arrived at the front and was ordered to assign one 37-mm anti-tank gun platoon to each front-line battalion. At 14.25 the artillery was ready and the attack was fixed for 15.00.

The Soviet evacuation of industrial facilities had begun before the Germans had a chance to attack, and was essentially complete by 20 October: 320 trains had departed with the equipment of 70 major factories. The German seizure of Kharkov was completed by the 57^th Division on 24 October, so ending the 1^st Battle of Kharkov and completing the 6^th Army's requirement to take and hold the city in order to close the widening gap between Generaloberst Erich Hoepner’s 4^th Panzerarmee and Hoth’s 17^th Army.

By a time late in February 1942 the Soviet winter counter-offensive, which had pushed the Germans from the gates of Moscow and recaptured Rostov-na-Donu in the south, had exhausted itself and left both the Soviets and Germans in a state of military exhaustion. Iosif Stalin, the Soviet leader, was nonetheless convinced that Germans were on the verge of total defeat, and would therefore collapse by the spring or summer 1942. Stalin thus opted to attempt an exploitation of this supposed weakness by launching a spring offensive. Stalin was opposed in this decision by many of his senior military advisers, including Marshal Sovetskogo Soyuza Boris M. Shaposhnikov (army chief-of-staff), General Leytenant Aleksandr M. Vasilevsky (deputy chief-of-staff) and General Georgi K. Zhukov (commander of the West Direction), who all sought in vain to persuade Stalin that a defensive posture was now demanded.

After the winter counter-offensive, Stalin and the Stavka both believed that the Germans would inevitably plan to launch new offensives, in all probability aimed at Moscow but complemented by another major offensive farther to the south. The Stavka argued that the Germans had been defeated at Moscow, but Stalin believed that the 70 or so German divisions which still faced Moscow were nonetheless a threat which would be transformed into an offensive in due course. Stalin was also sure that local offensives in the area would wear down German forces, however, thus weakening the German capacity to strike once more at Moscow. Stalin initially agreed that the Soviet ground forces should be readied for an 'active strategic defence', and later ordered that seven local offensives, stretching from the Baltic Sea to the Black Sea, should be readied.

One of these local offensives was centred on the area of Kharkov for a start in March 1942. Early in that month, the Stavka issued orders to Timoshenko’s South-Western Direction for an offensive in the region following the victories in the 'Rostov Strategic Offensive Operation' and 'Barvenkovo-Lozovaya Offensive Operation'. Fighting erupted that month, as Timoshenko’s forces, spearheaded by Moskalenko’s 38^th Army, broke though the German positions along the northern part of the Donets river to the east of Kharkov. Heavy fighting continued into April, with Moskalenko successfully crossing the river and managing to establish a tenuous bridgehead at Izyum while, in the south, Gorodnyansky’s 6^th Army had limited success defending against German forces, which managed to keep a bridgehead of their own on the eastern bank of the same river.

This situation caught Stalin’s attention, and paved the way for the prelude to the eventual offensive intended to reach Pavlograd and Sinelnikovo, and eventually Kharkov and Poltava. Early in March, the Stavka asked Timoshenko’s South-West Direction to submit its strategic and operational estimates for the forthcoming summer months, and on 22 March Timoshenko proposed a spring and summer offensive by Cherevichenko’s Bryansk Front, Kostenko’s South-West Front and Malinovsky’s South Front which, under Timoshenko’s overall supervision, were to clear the line of the Dniepr river from Gomel in the north to Cherkassy in the south, and end with a drive across the line of the lower Dniepr river to the line linking Cherkassy, Pervomaysk and Nikolayev. In the first phase, to be launched late in April or early in May, the South-West Front and South Front were to destroy the German forces' northern and southern shoulders of the Soviet Izyum salient, at Balakleya and Slavyansk respectively, and the South-West Front was then to advance to the north out of the western end of the bulge to retake Kharkov. In order to make the strategic concept viable, Timoshenko asked for reinforcements amounting to 34 infantry divisions, 28 tank brigades, 24 artillery regiments, 756 aircraft, 200,000 replacement personnel, and large quantities of matériel, especially heavier weapons, equipment and motor vehicles.

On 20 March Timoshenko had held a conference in Kupyansk to discuss the forthcoming offensive, and the report above, on 22 March to Moscow, had been prepared by Timoshenko’s chief-of-staff, General Leytenant Hovhannes Kh. Bagramyan and summarised the conclusions of the conference. The enlargement of the Soviet forces in the region of Barvenkovo and Volchansk continued well into the beginning of May. The last details of the offensive were settled in talks between Stalin, the Stavka and senior officers of the South-West Direction throughout March and April, and one of the final Stavka directives was issued on 17 April.

Just under one week earlier, the Soviets had been able to allocate six armies in two fronts, together with a number of other formations, for the offensive. Kostenko’s South-West Front had General Major Vasili N. Gordov’s 21^st Army, Ryabyshev’s 28^th Army, Moskalenko’s 38^th Army and Gorodnyansky’s 6^th Army. By 11 May, General Major Grigori I. Kuzmin’s XXI Tank Corps and General Major Yefim G. Pushkin’s XXIII Tank Corps had been moved into the region, which added 269 tanks to the Soviet strength. There were also three independent infantry divisions and one infantry regiment of the 270^th Division, concentrated in the area and supported by the II Cavalry Corps in Bogdanovka.

Malinovsky’s South Front had Podlas’s 57^th Army and Kharitonov’s 9^th Army, along with 30 infantry divisions, one infantry brigade, and the substantial reinforcements of General Leytenant Vasili M. Badanov’s XXIV Tank Corps, General Major Issa A. Pliyev’s V Cavalry Corps and three guards infantry divisions.

The Soviet regrouping was delayed by the rasputitsa spring thaw, which turned much of the soil into cloying mud, led to the postponement of several developments, and slowed the reinforcement of the South and South-West Fronts. There was also severe criticism by senior representatives of the Stavka, who blamed front commanders for their poor management, inability to stage offensives, and reliance on armchair generalship. Because the regrouping was effected in so haphazard a fashion, the Germans received limited warning of Soviet movements to their front. Moskalenko blamed the fact that the fronts created no overall front before the decision was taken to institute a regrouping, and thus demonstrated what would be a poor display of front management.

The limitations of the Soviet leadership were echoed by the indifferent training of the recruits who now constituted the main strength of the armies. Most of experienced Soviet troops had been killed, captured or otherwise incapacitated during 1941’s campaigns, so most of the current strength comprised recent conscripts with little training and almost no combat experience. Coupled with its tack of trained troops, the Soviet armies also had to contend with the effects of poor logistics and a shortage of equipment and supplies, for major parts of the former Soviet industrial areas were now held by the Germans. In overall terms, therefore, it cannot be denied that the Soviet armies of 1942 were poorly prepared, at best, for major offensive operations against the well-trained German armies as the Soviet forces lacked the necessary quantitative and qualitative advantage over their opponents, and as the leadership at all levels was still in the process of being rebuilt after the campaigns of 1941.

In the last week of March the senior leadership of the South-West Direction (Timoshenko, General Major Nikita S. Khrushchev, the political member of the military council, and Bagramyan, the chief-of-staff) travelled to Moscow to expand on and also defend the basic concept at a Stavka meeting. The discussion seems to have involved the three South-West Direction officers, Iosif Stalin, Shaposhnikov and Vasilevsky. Shaposhnikov had already convinced Stalin that the offensive should not be attempted on the proposed scale, and in the first conference in the Kremlin on the night of 27 March, the Soviet leader said that there were only 'a few dozen' divisions in the whole reserve, which was clearly not sufficient to meet the requirements of the rest of the Eastern Front and also give the South-West Direction the reinforcements it had requested. Stalin added that the offensive would therefore have to be restricted to the area of Kharkov, to the north of the Izyum salient. In another meeting, during the following night, Stalin and Shaposhnikov reviewed the first plan for a Kharkov offensive and required that it be reworked to limit it exclusively to the Kharkov area and to reduce the number of formations requested from the Stavka reserve. What had been proposed seems to have been an offensive by the South-West Front and South Front similar to that proposed as the first phase of the original plan but no also involving the Bryansk Front. On the night of 30 March, Stalin accepted a proposal for the planning of an offensive which could be undertaken on the basis of the delivery, from the Stavka reserve, of 10 infantry divisions, 26 tank brigades, 10 artillery regiments, and enough replacements to bring the South-West Front and South Front up to 80% of their establishment strengths.

The concept was now for the South-West Front to drive directly to the west to retake Kharkov on its own and thereby set the stage for a subsequent thrust to the south-west by the South Front to retake Dnepropetrovsk on the Dniepr river. Timoshenko took personal command of the South-West Front on 8 April, and two days later Timoshenko proposed a two-pronged attack on Kharkov: the main drive was to be made from the north-western corner of the Izyum salient by Gorodnyansky’s 6^th Army and Bobkin’s Operational Group 'Bobkin', and the secondary drive was to be made farther to the north, out of the smaller Volchansk salient, by Ryabyshev’s 28^th Army. The Stavka approved this proposal. It seems that Shaposhnikov pointed out the risks inherent in launching an offensive out of a salient, almost a pocket, such as the Izyum bulge, but Timoshenko convinced Stalin that the operation would be successful. Moskalenko, whose 38^th Army was to attack due west between the the axis of the two primary thrusts in the direction of Zmiyev on the railway line between Kharkov and Balakleya, later said that the Stavka erred in approving the plan, but did so at the 'insistence' of the South-West Direction. The plan, as proposed on 10 April and issued in final form on 28 April, projected not only the recapture of Kharkov but also a large-scale envelopment which would trap most of Paulus’s 6^th Army in the area between the northern edge of the Izyum bulge and Kharkov.

The northern drive from the Volchansk salient was to be directed due west and be spearheaded by the 28^th Army, a new formation with four infantry divisions from the Stavka reserve and commanded by Ryabyshev, who was an experienced leader who had led the 57^th Army with some success during the winter offensive. The 28^th Army was to be supported on its northern and southern flanks by elements of Gordov’s 21^st Army and Moskalenko’s 38^th Army respectively. The southern drive from the Izyum bulge was the responsibility of Gorodnyansky’s 6^th Army and Bobkin’s Operational Group 'Bobkin'.

The offensive was to be two-phase undertaking. The first phase was to break through the Germans' first and second lines of defence lines before destroying their tactical reserves, and the second phase was then to smash the Germans' operational reserves and complete the encirclement.

For their task the 6^th Army and the Operational Group 'Bobkin' had 10 infantry and three cavalry divisions, 11 tank brigades, and two motorised rifle brigades. To make its breakthrough on a 15-mile (24-km) front, the 6^th Army had eight infantry divisions, four tank brigades and 14 artillery regiments, while the Operational Group 'Bobkin' was a newly formed mobile operational formation comprising two infantry divisions, one cavalry corps, and one tank brigade. Bobkin had successfully led a similar group in the area of the 38^th Army during the winter. Timoshenko had 560 tanks for the first phase of the offensive, and there were 269 more tanks for commitment during the second phase. Timoshenko also had, as his reserve, one cavalry corps, two infantry divisions, and one independent tank brigade with about 100 tanks. Also within striking distance of the offensive were General Major Fyedor M. Kharitonov’s 9^th Army and Podlas’s 57^th Army of Malinovsky’s South Front, and possibly also the South Front’s reserve (one tank corps and seven infantry divisions).

On the other side of the front line, Heeresgruppe 'Süd' had also been considering the strategic and operational implications of the Izyum bulge. On 10 March von Bock had sent to the Oberkommando des Heeres a situation estimate which indicated the need for the destruction of the bulge as soon as the rasputitsa period of slush and mud had dried into passable terrain with the advent of full spring. von Bock argued that the Soviet retention of the bulge would provide them with a springboard for an offensive designed to retake Kharkov, and that the defence of the bulge’s long front line posed an intolerable burden on his army group’s strength. Thus the destruction of the bulge was essential to the furtherance of his army group’s operations during the summer. von Bock therefore requested four fresh divisions as two each for Hoth’s 17^th Army and Paulus’s 6^th Army.

On 25 March, Heeresgruppe 'Süd' issued a directive for 'Fridericus'. In conceptual terms this was to be a simple offensive based on two concentric thrusts, one from the north and the other from the south, to meet at Izyum and thereby pinch off the Izyum bulge. But from the detailed staff work associated with the further development of the basic concept there emerged a complicating factor: because of the physical relationship of the front in relation to the Donets river, the best axis for the thrust from the north lay to the east of the Donets river, straight along the road linking Kharkov and Izyum which, however, was severely exposed to attack from the east. Already possessing two exposed sectors of front, the 6^th Army would find it difficult to hold a third exposed sector. To avoid this problem, therefore, the 'Fridericus' directive instructed the 6^th Army to make its thrust in the area to the west of the Donets river, which would give it the protection of the river but which would also be militarily difficult because of a double bend in the river to the north-west and west of Izyum. Because the protection afforded by the river would be at its best when the river was in flood, the starting date of 'Fridericus' was set as 22 April.

So far, Heeresgruppe 'Süd' had given 'Fridericus' a name and what was little more than a paper existence. Now the operation acquired a life of its own. Initially it spawned a second version as 'Fridericus II' after Hitler and Generaloberst Franz Halder, chief of the Oberkommando des Heeres’s general staff, objected to the army group’s assumption and wanted the 6^th Army to make its effort to the east of the Donets river. von Bock then felt that 'Fridericus II' was based on a number of assumptions of which none was based on fact, and was sure that the only militarily viable option was that of his own army group, which became 'Fridericus I'. The launch date for either of the options was wholly dependent on the weather and on railway capacity, of which the latter was already almost totally dedicated to the build-up for the forthcoming 'Blau' summer campaign. The Oberkommando des Heeres provided two new infantry divisions for 'Fridericus I' early in April, but could only deliver these by rail only as far as Rovno and Grodno in Poland, from which the formations had to make their way another 500 miles (800 km) father to the east by road. On 24 April, two days after the operation’s original starting date, von Bock and Hitler were still disputing the deployment, and it was only on 30 April that von Bock was in a position to issue a directive for 'Fridericus II'. von Bock still had considerable reservations, but had to bow to Hitler’s insistence. Setting the launch date for a probable 18 May took another week.

Even as the reinforcements for Heeresgruppe 'Süd' trundled slowly forward, the Russian rivers were subsiding, the roads were steadily becoming more passable, and there were threatening signs of Soviet activity in the north-western corner of the Izyum bulge and in the Volchansk salient. The 6^th Army held the northern part of the German position, in the area to the north of the Izyum bulge’s south-western corner: from north to south the 6^th Army's major elements were General Karl Strecker’s XVII Corps, General Herbert von Böckmann’s LI Corps and General Walter Heitz’s VIII Corps. The line between the 6^th Army and the 17^th Army was held by von Kleist’s 1^st Panzerarmee: from west to east, the 1^st Panzerarmee's major elements were General Joachim von Kortzfleisch’s XI Corps, General de corp de armatâ Corneliu Dragalina’s Romanian VI Corps and von Mackensen’s III Corps (mot.). Generaloberst Hans von Salmuth’s 17^th Army held the south-eastern shoulder of the Izyum bulge with General Maximilian de Angelis’s XLIV Corps.

Hitler and Halder, repeating their earlier errors of judgement in regard to Soviet activity of the same basic type, rejected the notion of any attack toward Kharkov, although, as the weather and condition of the ground improved, Halder became less sure of this opinion.

On the morning of 12 May, the 6^th Army, Operational Group 'Bobkin' and 28^th Army began the 'Izyum Bridgehead Offensive Operation', which was destined to become the Soviet battle of World War II which created the longest-lasting controversy. As long as Stalin lived, the offensive disappeared from Soviet history; during the 1950s, following Stalin’s death on 16 October 1952, it was resurrected as a key element of the 'destalinisation' campaign; and in the late 1960s it was turned against Stalin’s critic and successor, Khrushchev. Thus the campaign appears in several Soviet versions, all of them tailored to lesser or greater extents to political and personal purposes rather than any purely historical perspective.

Both the Soviet and German accounts of the offensive agree that the launch of the offensive was very powerful, with an impact little inferior to that of the 'Moscow Strategic Offensive Operation'. The Soviet histories maintained that their initial advantage in strength was not great, with something on the numerical superiority of 3/2 in men and 2/1 in tanks (but mostly light tanks) at the points where the attacks were made. The Germans believed that the Soviet superiority was greater, and this may have been the case. The 6^th Army reported that it was under attack by a first wave of 12 infantry divisions and 300 tanks, and even battle-hardened Germans soldiers were very strongly impressed by the large number of armoured fighting vehicles which fell on them. von Bock told Halder that the 6^th Army was fighting for its very existence. The 6^th Army formation which was hit most severely on this first day was Heitz’s VIII Corps in the Izyum bulge’s north-western corner. Here the 6^th Army drove due north toward Kharkov, while the Operational Group 'Bobkin' pushed to the west and north-west in order to shield the 6^th Army’s left flank. The 28^th Army’s attack out of the Volchansk salient was less powerful but actually more dangerous as it had a shorter distance to cover in order to outflank Kharkov from the north. Before 12.00 all three of the Soviet initial attacks had broken the German lines, and by evening the 28^th Army’s tanks were as close as 11 miles (18 km) to Kharkov. After persuading Halder that these were real rather than potential threats, von Bock released Generalmajor Hans Freiherr von Boineburg-Lengsfeld’s 23^rd Panzerdivision, Generalleutnant Alexander von Hartmann’s 71^st Division and Generalleutnant Hans-Heinrich Sixt von Arnim’s 113^th Division to the 6^th Army. These divisions were to have been the 6^th Army's spearhead for 'Fridericus I'.

Within two days of the operation’s start, the Soviet armies opened broad gaps to the south and north-east of Kharkov, and the Opersational Group 'Bobkin' drove the VIII Corps away from its contact with its southern neighbour, von Kleist’s Armeegruppe 'von Kleist' (von Kleist’s own 1^st Panzerarmee, von Salmuth’s 17^th Army and von Mackensen’s Gruppe 'von Mackensen'), and back against the Berestovaya river. While Paulus positioned the three divisions, together with elements of Generalleutnant Herman Breith’s 3^rd Panzerdivision and Generalleutnant Kurt Oppenländer’s 305^th Division, to check the Soviet thrusts at Kharkov, Generaloberst Alexander Löhr, commanding Luftflotte IV supporting Heeresgruppe 'Süd', began to relocate ground-support units from Generaloberst Wolfram Freiherr von Richthofen’s VIII Fliegerkorps to the north from Crimea. The Soviet offensive toward Kharkov had come at the moment that Soviet resistance was beginning to collapse on the Kerch peninsula in eastern Crimea, and the VIII Fliegerkorps units, added to those of General Kurt Pflugbeil’s IV Fliegerkorps already operating around Kharkov and the Izyum bulge, soon constituted a very potent concentration of air support capability. By the fall of night on 13 May, a 10-mile (16-km) opening had been ripped on the VIII Corps' left flank to the south-west of Zmiyev. On the same corps' right flank, Soviet cavalry was probing to the west in the direction of Krasnograd through an even wider gap. The only obstacle facing the 28^th Army as its surged along the road from Volchansk to Kharkov was a group of Germans surrounded in the village of Ternovaya.

On 14 May both Timoshenko and von Bock had to make major decisions. Timoshenko still had the tanks for the planned second phase of the Soviet offensive, but despite the fact that the first-phase breakthroughs had been achieved, Timoshenko did commit his armour, some Soviet sources claiming that this was Timoshenko’s own error; other sources that Timoshenko was misled by incorrect intelligence that the Germans were concentrating their own armour near Zmiyev and therefore delayed the commitment of his own armour; Bagramyan claiming that the decisive moment had arrived for the 28^th Army to commit its mobile groups, but that poor army-level administration prevented this (Bagramyan also added that the South-West Front sent a report to the Stavka during the night of 14/15 May detailing its successes successes but pointing out that two Panzer divisions still remained and constituted a serious impediment to the advance on Kharkov); and other sources cite still other causes for the non-commitment of the Soviet second-phase armour.

Wholly unaware of unaware of the 'help' he was receiving from the Soviets, von Bock had to chose between two options on 14 May: he could act directly to save the 6^th Army from an expensive defeat, or he could try to accomplish the same thing, and possibly more, but thereby risking two failures, by pressing on with 'Fridericus I'. The circumstances were as atypical as any in the war on the Eastern Front. No matter how successful the Soviets were in their attempt to liberate Kharkov, the result woulds inevitably be a strategic dead end as the rear areas of Heeresgruppe 'Süd', and especially those near Kharkov, were steadily filling with formations earmarked for the 'Blau' summer offensive, and inevitably this guaranteed that the Germans would regain the strategic initiative. However, these arriving divisions were controlled directly at this time by the Oberkommando des Heeres, and von Bock seemed not to have been informed of the location of some of them or even their states of readiness. Moreover, intent on husbanding German manpower for the summer, Hitler was not disposed to release any of the divisions. This meant that the current battle would have to be fought in the type of hand-to-mouth fashion which had characterised the winter’s fighting.

von Bock learned from von Kleist that the 17^th Army could probably carry out the south-eastern element of 'Fridericus I', thereby narrowing the mouth of the Izyum bulge to about 20 miles (32 km). But von Kleist did not believe that the 17^th Army could go farther, and if this advance fell short it would have no effect at all. As an alternative, von Kleist thought that he could manage to assemble three or four divisions for a counterattack across the rear of the Operational Group 'Bobkin' and 6^th Army. Though he preferred von Kleist’s first offering, von Bock decided that prudence should be the order of his approach to Hitler and therefore recommended the second offering.

As von Bock expected, Hitler immediately ordered the 'big solution', otherwise 'Fridericus I', which von Bock accepted readily as Hitler had also undertaken to redeploy from Crimea every warplane which could be spared.

On the morning of 17 May, Timoshenko finally committed his second-phase forces, and at the same time von Kleist began 'Fridericus I'. Timoshenko therefore launched Kuzmin’s XXI Tank Corps and Pushkin’s XXIII Tank Corps, which had been waiting behind the 6^th Army. These two powerful formations were committed, however, only after the Soviet offensive’s first phase had peaked and was now starting to subside. Even so, during this day the fresh Soviet armour drove 5 miles (8 km) into the patchwork line held by the VIII Corps to the south of Kharkov. 'Fridericus I' had little in the way of ground reserves, but had the considerable benefit of powerful air support. Generalmajor Wilhelm von Appell’s 22^nd Panzerdivision, on its way from Crimea, probably would not arrive in time to have an effect, but the IV Fliegerkorps, with the reinforcements provided by the VIII Fliegerkorps, had an decisive grouping of fighter, dive-bomber and level bomber squadrons, all of which were able to take to the air as soon as dawn broke over their airfields.

The Soviets were taken by complete operational and tactical surprise, and the Germans were also considerably surprised, though in this instance by the speed with which the Soviet 9^th Army collapsed. As the sun set, effective close air support had aided von Mackensen’s III Corps (mot.), had advanced 15 miles (24 km) due north to Barvenkovo, and the left-flank divisions of the 17^th Army had covered up to 17 miles (27.5 km), more than two-thirds of the distance to Izyum.

During the day Malinovsky’s South Front lost contact with the headquarters of the 9^th Army and also with the reinforcements he was seeking to deploy into the area to the south of Izyum. As with the Soviet reserve earlier in the month, differing Soviet sources blamed different leaders and/or different factors for this: Bagramyan averred that Malinovsky had made two errors (he had put part of his reserves into the line on the south, and he and the army command had failed to establish a sufficiently solid defence), and another source claimed that the 9^th Army was not prepared to ward off the German blow. The days 17 and 18 May were marked by an escalating crisis for the Soviet command, and the decisions which were made and in some cases not made remained matters of dispute for decades to come. The History of the Great Patriotic War passed over 17 May in just a single sentence confirming the German breakthrough. Bagramyan indicated that on this day both the direction command and the Stavka believed that the South Front’s right flank could be strengthened enough to ride out the crisis: Bagramyan added that Timoshenko ordered Gorodnyansky to extract the XXIII Tank Corps for transfer to the 57^th Army by the night of 18 May for a counterattack toward Barvenkovo, and the Stavka released two infantry divisions and two tank brigades from its reserve. The Short History maintains, though, that since the Stavka reserves could not have arrived in less than three days, Timoshenko should have halted the 6^th Army and shifted all of its offensive strength to the south: Vasilevsky, the acting chief of the general staff, proposed just that, but Stalin refused after the military council of the South-West Direction had informed him it could continue the offensive and halt the German attack. The Popular Scientific Sketch states that the South-West Front persuaded Stalin that the continuation of the offensive was necessary and feasible, and rejected the Stavka’s arguments for breaking off the operation.

On 18 May, now with one tank corps no longer available to its, the South-West Direction’s armour was committed once more against the 6^th Army. In some places the Soviet tanks managed to break through, but wherever they did so the Germans immediately counterattacked, and at the end of the day the position of the front was essentially unchanged from that of the morning.

Meanwhile 'Fridericus I' had become almost a Soviet rout, for the South Front, the 9^th Army and the latter’s western neighbour, the 57^th Army, failed create anything approaching a cohesive defence. Against only confused and ineffective resistance, the 17^th Army and III Corps (mot.) fanned out and cleared the line of the Donets river to the north to Izyum and to the west as far as the mouth of the Bereka river. The History of the Great Patriotic War and Bagramyan depict 18 May as critical day: the former stated that Khrushchev, as the political member of the direction’s and the front’s military councils, spoke to Stalin and proposed to stop the offensive immediately and redeploy the forces of the 6^th Army and the Operational Group 'Bobkin' to counter 'Fridericus I', but that the Stavka insisted on the execution of its previous orders. Bagramyan said that he had concluded, on the night of 17 May, that the Soviet offensive would have to be stopped and most of the Soviet forces moved to the Barvenkovo area, but he had not succeeded in convincing Timoshenko of this urgent necessity: he added that during the morning of 18 May Timoshenko told Stalin there was no need to take forces from the 6^th Army or the Operational Group 'Bobkin' to halt the German attack. These are but two of the many differing accounts of the Soviet disorder and resulting disaster.

No matter where the responsibility rested, with Stalin, or the South-West Direction’s military council, or Timoshenko, or all three of these, the South-West Front had indeed been kept on the offensive to the south of Kharkov for too long a period. Because it had, the blow which was about to fall was attributable as much to the Soviets themselves as to the Germans. von Bock discussed the matter with von Kleist at the latter’s headquarters in Stalino on 18 May and, despite a situation of an almost incredible reversal of fortune, the two commanders were concerned. When they reached Izyum and the mouth of the Bereka river within the next few hours, the forces of the 'Fridericus I' offensive would have gone as far to the north as von Kleist had believed they could; but they had failed to accomplish their primary mission, which was to draw the forces of the South-West Front away from the 6^th Army. To the two German commanders, it seemed that the Soviets had not reacted at all to 'Fridericus I'. The next stage, it had been planned, would be the wheeling of the III Corps (mot.) from the north to the west along the southern side of the Bereka river in the rear of the 57^th Army, but this seemed unlikely to produce the effect which the more threatening thrust to the north had failed to achieve. Before von Bock departed, von Kleist offered to try to have the III Corps (mot.) take a bridgehead on the northern side of the Bereka river, from which it could advance to the north-west should the Soviets, as seemed likely, not react to the push to the west.

By comparison with the previous two days, the Armeegruppe 'von Kleist' almost stood still on 19 May, though the III Corps (mot.) was wheeling to the west. However, it did despatch Generalmajor Friedrich Kühn’s 14^th Panzerdivision across the Bereka river to take Petrovskoye. The advance was in the order of only 5 miles (8 km), but it deprived the South-West Front of a crossing of the Donets river and further narrowed the mouth of the Izyum bulge to 15 miles (24 km).

During the day the South-West Front finally began to react. The pressure on the VIII Corps, which had been strong early in the morning, became had become disjointed by the middle of the morning. During the afternoon, aerial reconnaissance detected an increase in Soviet motor traffic away from the VIII Corps' front toward the south-east, and at the end of the day the 6^th Army could report that the Soviet offensive strength had cracked and that a breakthrough to Kharkov had been prevented.

On 18 May the Soviet situation worsened and the Stavka suggested once more that the offensive be halted and that the 9^th Army should break out of the salient in which it now found itself. Timoshenko and Khrushchev claimed that the danger posed by the German Kramatorsk group had been exaggerated, and Stalin therefore once more refused permission to withdraw. The consequences of the Soviet loss of air superiority were now becoming ever more evident. On 18 May the IV Fliegerkorps destroyed 130 tanks and 500 motor vehicles, and added another 29 tanks to its tally on the following day.

On 19 May, in response to instructions from von Bock, Paulus began a general offensive from the area of Merefa in the north of the bulge in an attempt to encircle the remaining Soviet forces in the Izyum salient. Only then did Stalin authorise Zhukov to call a halt to the offensive and concentrate on holding off the German forces falling of the Soviet right flank.

During the evening of 19 May, the 6^th Army and Operational Group 'Bobkin' were ordered to stop their offensive and redeploy to the south-east. The History of the Great Patriotic War implied that Timoshenko had to give the order on his own responsibility and only later received the Stavka’s approval, but other sources indicate that the decision was that of Timoshenko alone. The most significant effect of Timoshenko’s decision, made when it was, was probably to hasten the destruction of the Soviet forces in the Izyum bulge.

Relieved of their concerns for the 6^th Army, Hitler and von Bock spoke by telephone on the night of 19 May and quickly agreed it now made sense to attempt the accomplishment of the whole of the original 'Fridericus I' by having the Armeegruppe 'von Kleist' push forward from Petrovskoye all the way to the 6^th Army's front line at Balakleya. von Bock them immediately spoke to Generalmajor Ernst-Felix Faeckenstedt, von Kleist’s chief-of-staff, informed him of the discussion with Hitler, and ordered that Protopopovka, the next crossing of the Donets river to the north of Petrovskoye, be taken as rapidly as possible. Kühn’s 14^th Panzerdivision took Protopopovka on 20 May, and this trimmed the mouth of the Izyum bulge, between there and Balakleya, to 12 miles (19.25 km). The bridgehead was then 8 miles (13 km) deep but only 1 or 2 miles (1.6 or 3.2 km) wide. The main strength of the III Corps (mot.), still aligned on a westward axis, advanced almost 12 miles (19.25 km), however, with disappointing results. The object was to destroy the 57^th Army in the western end of the Izyum bulge, but the outer ring of front there was held by divisions of Dragalina’s Romanian VI Corps, which showed little determination and still less enthusiasm: this was reflected, in part at least, by the fact that one of the Romanian divisional commanders had sent himself home on leave when he heard that the attack was about to start.

Having an alternative which he also preferred, von Kleist began turning Generalleutnant Hans-Valentin Hube’s 16^th Panzerdivision, Generalleutnant Otto Kohlermann’s 60^th Division (mot.) and Generalleutnant Robert Martinek’s 1^st Gebirgsdivision around after dark and sending them into the Bereka river bridgehead behind the 14^th Panzerdivision. At von Bock’s urging, Paulus agreed to shift Breith’s 3^rd Panzerdivision and Boineburg-Lengsfeld’s 23^rd Panzerdivision of his 6^th Army to the south from the Volchansk salient and thus partially to reconstitute his former 'Fridericus I' force.

It was already too late for the Soviets, however, and the Germans swiftly achieved major successes against Soviet defensive positions. The situation continued in the Germans' favour on 20 May as German formations closed in from the Soviet rear. More German divisions were committed during the day, shattering several Soviet counterparts and allowing the Germans to advance. The Luftwaffe also intensified operations over the Donets river to prevent the Soviet forces from escaping. Junkers Ju 87 dive-bombers of Major Clemens Graf von Schönborn-Wiesentheid’s Sturzkampfgeschwader 77 destroyed five of the main bridges and damaged four more while Junkers Ju 88 level bombers of Oberst Heinrich Conrady’s Kampfgeschwader 3 inflicted heavy losses on the retreating Soviet motorised and armoured columns. Although his forces managed to regroup on 21 May, Timoshenko ordered the group commanded by General Major Stepan M. Kotenko to pull back by the end of 22 May while he prepared an attack for the following day by the 9^th and 57^th Armies. The Soviets fought with desperation to fend off advancing German formations and also launched local counterattacks in effort to to relieve several surrounded units, but generally failed.

On 21 May the 14^th Panzerdivision was the only division on the offensive as it drove 4 miles (6.5 km) to the north, reducing the distance to Balakleya to just 8 miles (13 km). On the following day the 16^th Panzerdivision and 60^th Division (mot.) struck out to the north-west from Petrovskoye, and the 14^th Panzerdivision continued to the north. Well before dark, the 14^th Panzerdivision had established contact with the 6^th Army at Balakleya. Early on the morning of the following day, the 23^rd Panzerdivision met the 16^th Panzerdivision some 10 miles (16 km) to the west of Balakleya. This converted the 14^th Panzerdivision's narrow bridgehead into a barrier, 10 miles (16 km) wide, across the mouth of the Izyum bulge. To the west and south, the Soviet fronts were collapsing inward, and in just two more days the 6^th Army, 57^th Army, Operational Group 'Bobkin' and the remnants of the 9^th Army were piled against the barrier created by the III Corps (mot.).

By the end of May 24, the Soviet forces opposite Kharkov had been surrounded by the Germans, who had been able to transfer several more divisions to the front, increasing the pressure on the Soviet flanks and finally forcing them to collapse. On 25 May the Soviets made their first attempt to break out of the German encirclement but failed, and by the next day the surviving Soviet forces were trapped in an area of about 5.8 sq miles (15 km²). The Soviet attempts to break into the German encirclement from the east were checked by the German ground and air forces. Groups of Soviet tanks and infantry which managed to escape from the German encirclement were then destroyed by the StG 77's dive-bombers.

A Soviet attempt to break out of the 'Barvenkovo mousetrap' during the afternoon of 25 May almost reached Petrovskoye and another, during the morning of the following day and a short distance farther to the north, came within 4 miles (6.5 km) of success. By the afternoon of 26 May, all that was left to the Soviets was a pocket, with maximum dimensions of 10 miles (16 km) by 2 miles (3.2 km) in the Bereka river valley. From a hill to the south of Lozovenka, von Bock surveyed almost the whole of it as German shells exploded in the cloud of smoke hanging in the valley, and the 23^rd Panzerdivision and 1^st Gebirgsdivision, still attacking, drove past huge masses of prisoners streaming out of the pocket.

The battle ended on the morning of 28 May, although smaller groups of Soviet forces continued attempts to break out for two more days. At the end of their count, which took some time, the Armeegruppe 'von Kleist' and the 6^th Army established the fact that they had captured some 240,000 prisoners, more than 1,200 tanks, and 2,600 pieces of artillery. The 17^th Army, which had taken over the front on the Donets river, was astonished that during the whole 10-day battle, virtually no relief of the Soviets forces to the west of the river had been attempted from the east.

The 2^nd Battle of Kharkov was a major Soviet reverse, and ended the run of major successes enjoyed by the Soviet forces during their major winter counter-offensive and the smaller offensives of the spring.

There have been several attempts to establish the reasons for the Soviets forces' disastrous defeat in the 2^nd Battle of Kharkov. Several Soviet generals placed the blame on the inability of Stavka and Stalin to appreciate the fact that German military power on the Eastern Front was still great despite the German reverses in the winter of 1941/42 and in the spring of 1942. In his memoirs Zhukov states that the Soviet failure in the 'Izyum Bridgehead Offensive Operation' was wholly predictable as the offensive was planned very ineptly, for the the risk of exposing the left flank of the Izyum salient to a German counter-offensive was clearly evident on any map. Zhukov added, moreover, that the primary cause of the Soviet was the mistakes made by Stalin, who underestimated the danger posed by the German armies in the south-western sector and failed to concentrate substantial strategic reserves in that sector of the front with which to meet any potential German threat. Furthermore, Stalin ignored sensible advice provided by his own chief of the general staff, who recommended organising a strong defence in the south-western sector in order to be able to repulse any German attack.

Additionally, the subordinate Soviet leadership, especially the generals of the South-West Direction, were just as willing, without strategic assessment, with attempts to exploit their own winter successes, and much like the German generals, underestimated the German strength. In short, the winter counter-offensive had weakened the Germans, but had not destroyed them.

Stalin’s willingness to expend recently conscripted armies, which were poorly trained and poorly supplied, illustrated a misconception of realities, both in the capabilities of the Soviet forces in manpower and matériel terms, and in the abilities of the Germans to check a Soviet offensive and then successfully launch a counter-offensive. The latter would prove especially true in the subsequent 'Blau', which would lead to the Battle of Stalingrad, though this would be the battle in which Paulus would face an entirely different outcome.

However, the 2^nd Battle of Kharkov had revealed the potential of the Soviet armies to undertake a successful offensive, and the campaign can therefore be seen as one of the first major examples of the ability of the Soviets to attempt a pre-emption of a German summer offensive. This would later unfold and grow as the Stavka planned and undertook 'Mars', 'Uran' and 'Saturn'. Although only two of the three were victories, this still provides telling evidence of the ability of the Soviets to turn the war in their favour. This would finalise itself after 'Zitadelle' (the Battle of Kursk) in July 1943. The 2^nd Battle of Kharkov also had a positive effect on Stalin, who started to place more trust in the military capacities of his commanders and his chief-of-staff (the latter being allowed to have the last word in the naming of front commanders, for instance). After the great purge in 1937, failing to anticipate the outbreak of war in 1941, and underestimating German military power in 1942, Stalin finally fully trusted his military. Hitler, on the other hand, became more distrustful of his officers, and finally dismissed Halder, the chief of the Oberkommando des Heeres’s general staff, in September 1942.

Within the context of the battle itself, the Soviet failure to regroup properly during the prelude to the battle and the ability of the Germans to complete the effective collection of intelligence about Soviet movements played an important role in the outcome. Poor Soviet performance in the north and equally poor intelligence-gathering by the Stavka and front headquarters also contributed signally defeat for the Soviet offensive. Even so the 2^nd Battle of Kharkov did reveal the renascent Soviet forces' dedication to the evolution of operations and tactics from the basis of the pre-war Soviet concept of the deep battle.

Unfortunately for the Germans, much of the credit for 'Fridericus I' was given by the German propaganda machine to Paulus, paving the way for the overly great faith and trust placed in this commander and thereby paving the way to the German disaster at Stalingrad in the following 'Fischreiher' campaign.