'Kreml' was a German deception operation to persuade the Soviet high command that the German summer offensive of 1942 would be directed at Moscow and not into the south of the USSR, as was actually being planned in the 'Blau I/III' offensives (May/July 1942).

The scene for the 'Blau I/III' offensives was set by the German victory in the 1^st Battle of Kharkov (20/24 October 1941), during the final phase of 'Barbarossa', between Generaloberst Walter von Reichenau’s 6^th Army of Generalfeldmarschall Gerd von Rundstedt’s Heeresgruppe 'Süd' and the Soviet forces of Marshal Sovetskogo Soyuza Semyon K. Timoshenko’s South-West Front, which ordered General Major Vladimir V. Tsiganov’s 38^th Army to defend the city while its factories were dismantled for relocation farther to the east and therefore out of the reach of the Germans.

The 6^th Army was tasked with the seizure of the city in order to close the widening gap between Generaloberst Ewald von Kleist’s 1^st Panzerarmee and Generaloberst Hermann Hoth’s 17^th Army.

In the autumn of 1941 Kharkov was one of the most important Soviet strategic bases for its position at the heart of numerous railway and airline connections: the city connected not only the east/west and north/south communications in 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 largest Soviet industrial centres, one of its primary contributions to the Soviet war effort being the excellent T-34 medium tank that had been designed by the Kharkov Tractor Factory that was also manufacturing the type. Other factories in the city included the Kharkov Aircraft Plant, the Kharkov Plant of the NKVD and the Kharkov Turbine Plant, and the city was responsible for the manufacture of other tank types, the Su-2 attack warplane, artillery tractors, 82-mm (3.2-in) mortars, sub-machine guns, ammunition, and other military equipment. Kharkov’s population on 1 May 1941 had been 901,000 persons, but by September 1941 this figure had risen to 1.5 million after the receipt of refugees and evacuees from other cities.

The main objective for the German troops was to capture the railway and military factories, and for the Soviets the evacuation of all industries with a military application.

After the German victory in the Battle of Kiev (23 August/26 September 1941), the primary task of Heeresgruppe 'Süd' was the seizure of as much as possible of the industrial equipment and factories in Ukraine, while to its north Generalfeldmarschall Fedor von Bock’s Heeresgruppe 'Mitte' was ordered to redeploy its forces to facilitate the attack on Moscow, so the 1^st Panzerarmee was diverted from its advance on the inner side of the northern flank advance of Heeresgruppe 'Mitte' to turn north in the direction of Kursk and Bryansk, its place being filled by the already overextended infantry formations of von Reichenau’s 6^th Army and the 17^th Army, which was under the command of General Carl-Heinrich von Stülpnagel until 4 October. The main offensive formation of Heeresgruppe 'Süd', namely von Kleist’s 1^st Panzerarmee, was in the meantime ordered to drive to the south-east in the direction of Rostov-na-Donu and the Caucasus in accordance with the Führerweisung Nr 35. The burden of processing 600,000 so or prisoners taken in the Battle of Kiev fell on the 6^th Army and 17^th Army, so while the 1^st Panzerarmee secured the German victory in the Battle of Melitopol just to the north of the Sea of Azov, those the two infantry armies spent the next three weeks regrouping.

The Stavka sorely needed to stabilise its southern flank and poured reinforcements into the area between Kursk and Rostov-na-Donu even though this had an adverse effect on the defence of the front to the west of Moscow. The South-West Front, which had been completely destroyed during the Battle of Kiev under the command of General Polkovnik Mikhail P. Kirponos, was re-created under the command of Timoshenko, currently one of the more capable Soviet commanders, and within it the 40^th, 21^st, 38^th and 6^th Armies were reconstituted almost from scratch under the command of General Major Kuzma P. Podlas, General Leytenant Vasili I. Kuznetsov, General Major Aleksei G. Maslov, and General Major Rodion Ya. Malinovsky and then General Major Avksenti M. Gorodnyansky.

When the Battle of Moscow started on 2 October, the Germans had to ensure the protection of the flanks of this primary effort, and on 6 October von Reichenau pushed his 6^th Army through Sumy and Okhtyrka in the direction of Belgorod and Kharkov. On the same day, the 17^th Army began its offensive from Poltava toward Lozova and Izyum to protect the lengthening flank of the 1^st Panzerarmee. The Soviet 6^th Army and 38^th Army failed to fight a co-ordinated defence and were driven back. Because the situation at Vyazma and Bryansk left the Stavka without local reserves, Timoshenko was compelled to order a retreat to prevent the total collapse of the Soviet southern flank.

Although the primary objectives set for the German army before the onset of harsh winter conditions were the seizure of Leningrad, Moscow and the approaches to the Caucasian oilfields, Kharkov was an important secondary objective. Besides the need to protect the flanks of its mechanised and motorised spearhead formations, the Oberkommando des Heeres also appreciated the importance of Kharkov as an industrial centre and railway nexus. The German capture of the city meant that the South-West Front and General Polkovnik Yakov T. Cherevichenko’s South Front would have to fall back on Voronezh and Stalingrad as their major transport hubs. During the second week of October the appalling rain and mud conditions of the autumn rasputitsa and the poor logistical capability of the area between the front and the Dniepr river, all of whose bridges had been destroyed in earlier fighting and on which the replacement pontoon bridges were now threatened by flood water and ice, caused the offensive to stall, but Hitler demanded the continued flow of resources from the 17^th Army to the 6^th Army to ensure the capture of Kharkov. This, of course, weakened the 17^th Army's effort to protect the flank of the 1^st Panzerarmee and contributed to the German defeat in the battle for Rostov-na-Donu. After 17 October, the freezing night-time temperature improved the roads, but at the same the onset of snow storms and the the increasingly bitter cold started to hamper the Germans, who were inadequately equipped for winter operations.

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

For the defence of Kharkov, the Soviets had re-formed the 216^th Division after its destruction at Kiev. It received little, if any, 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 the city’s factory equipment to be dismantled and evacuated to the east.

The fighting for the western outskirts of Kharkov took place on 20/23 October. 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’s advance, its 1 and 3/228^th Regiment in the lead and the 2/228^th Regiment in reserve. On 22 October the regiment was ordered to undertake a reconnaissance effort to determine the Soviet strength, but at 12.00 on the same day the regiment was attacked by a tank-supported Soviet infantry battalion. The German regiment defeated the attack and disabled two of its supporting tanks. During the night the regiment radioed to divisional headquarters the results of its reconnaissance, which had found that the 216^th Division had occupied the western edge of the city in positions with machine gun nests, mortar pits and minefields.

For the attack on the Soviet positions, the 3/228^th Regiment, on the right flank, was reinforced with two guns of the divisional artillery (the 85^th Artillerieregiment), one company of engineers and one 88-mm (3.465-in) Flak gun. The 2/228^th Regiment received the same level of reinforcements but without 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 be made from 12.00 in conjunction with the 57^th Division.

At 11.00 hours liaison between the 228^th Regiment and the 85^th Artillerieregiment revealed that the artillery was not be ready in time, so the attack had to be postponed. In the meantime the anti-tank company, whose arrival had been delayed by the mud to the rear, finally 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 hour was set at 15.00.

Within Kharkov, the evacuation of the city’s industrial equipment had been started before the Germans had a chance to attack, and was virtually complete by 20 October: some 320 trains, carrying the machinery and other equipment of 70 major factories, had been sent to the east.

Thus the 6^th Army entered and took Kharkov against only minimal oppositions on 24 October. The city was now subjected to its first occupation, which lasted until 16 February 1943. Kharkov was never part of the Reichskommissariat Ukraine because of its proximity to the front, so the staff of the LV Corps acted as the occupation authority with the 57^th Division as the occupation force. Dostler was the Stadtkommandant until 13 December, when he was succeeded by Generalleutnant Alfred von Puttkamer.

After the capture of Kharkov, the German high command planned an offensive to destroy the Soviet forces along the southern part of the Eastern Front and so open the way to the oilfields of the Caucasus. To divert the attention of the Soviets from that thrust, on 29 May 1942 the high command ordered 'the earliest possible resumption of the attack on Moscow' by Generalfeldmarschall Fedor von Bock’s Heeresgruppe 'Mitte'. Then a series of 'leaks' to foreign pressmen was arranged by Dr Joseph Goebbels’s German propaganda ministry, while Heeresgruppe 'Mitte' made relatively little concealment of military preparations to this end.

Two factors made 'Kreml' plausible to the Soviet high command: firstly, it coincided with Soviet thinking, as fact which the Germans did not in fact know; and secondly, its premise (the simulation of a repeat of the drive of late 1941 toward Moscow) had a firm foundation. As a matter of fact, it made better strategic sense than that actual 'Blau' offensive, which was directed at the oil fields of the USSR’s southern region. The directive given to Heeresgruppe 'Mitte', which assigned two Panzer divisions the same missions they had been allocated in the previous autumn, could have been taken for the real thing. As part of 'Kreml', the Luftwaffe increased reconnaissance flights over and around Moscow, officers in charge of prisoner-of-war interrogations where given lists of questions to ask regarding Moscow’s defences, and sealed packets of Moscow maps were distributed down to regimental level. A readiness date of 1 August was planned. Although post-war Soviet accounts insisted that 'Kreml' had failed, the Soviet high command was in fact misled by the deception: Stalin had no doubt that the Germans would launch another offensive on Moscow in mid-1942, and thus the start of 'Blau' on 28 June came as a complete surprise.