'Nordpol' (ii) was a German unrealised operation by Generaloberst Walter Model’s 9^th Army of Generalfeldmarschall Günther von Kluge’s Heeresgruppe 'Mitte' to eliminate the Toropets salient on the Eastern Front (March/May 1942).

In April 1942 the line held by Heeresgruppe 'Mitte' on the Eastern Front gradually stabilised along the front created by several Soviet offensive operations which had only weeks before been deadly but were now stalled and blunted in a number of salients and re-entrants. The winter had ended, albeit too early for the Soviets but not early enough for the Germans, but it had left in the wake of the Soviet offensives which had taken advantage of it a plethora of changes in the Eastern Front’s shape. The straight-line distance from the northern boundary of Heeresgruppe 'Mitte' near Velikiye Luki to the southern boundary to the south-west of Orel was about 350 miles (565 km), but the front-line distance between the two termini, including most though not all of its east/west curvatures, was in the order of 900 miles (1450 km). Its outstanding features were the Toropets westward bulge, which was 150 miles (240 km) deep and at least as wide, in the north, a westward salient which had developed from the Sukhinichi bulge and measured 75 by 125 miles (120 by 200 km), and between these two a dogleg projection to the east occupied by Model’s 9^th Army, General Richard Ruoff’s 4^th Panzerarmee and Generaloberst Gotthard Heinrici’s 4^th Army.

On the outer edge of the Toropets bulge, the formations of General Leytenant Maksim A. Purkayev’s 3^rd Shock Army were 285 miles (460 km) to the west of Moscow and 50 miles (80 km) to the west of the headquarters of Heeresgruppe 'Mitte' at Smolensk. At Gzhatsk, the 4^th Panzerarmee was within 90 miles (145 km) of Moscow, and Rzhev, Vyazma and Bryansk, controlling the immediate road and rail approaches to Moscow on the west, were in the hands of Heeresgruppe 'Mitte' and so kept alive at least a theoretical threat to the Soviet capital.

Along a 250-mile (400-km) line from Rzhev to a point lying to the south of Bryansk, however, the army group had acquired a second front that in effect denied it control in the area to the east of Smolensk. From the army group boundary northward to Bryansk and from there northward to Roslavl and Kirov, a growing number of Soviet partisans controlled in large areas between the roads and the railways. Between the railway linking Smolensk and Vyaz’ma and the Rollbahn through Roslavl, General Polkovnik Pavel A. Belov controlled a Soviet enclave dominated by his I Guards Cavalry Corps, parachute troops, partisans and survivors of General Leytenant Mikhail G. Efremov’s 33^rd Army, and moreover a network of partisan bands provided almost continuous contact between Belov’s operational area and the partisan concentration outside Bryansk. To the north of the railway linking Smolensk and Vyaz’ma, General Leytenant Ivan I. Maslennikov’s 39^th Army and General Major Grigori T. Timofeyev’s XI Cavalry Corps occupied a pocket, measuring 30 by 40 miles (50 by 65 km), to the east of the road liking Dukhovshchina and Bely. By the end of April the 4^th Panzerarmee had tightened its front in the area to the south of the Rollbahn and at Kirov to an extent sufficient to deny Belov and the Bryansk partisans unimpeded contact with Soviet territory, but the 39^th Army still had unimpeded access to the outside through a gap, 18 miles (29 km) wide, to the north-east of Bely.

Late in March, as a smaller alternative to 'Brückenschlag', the German operation to take Ostashkov, the 9^th Army had proposed an attack to the west out of the area of Rzhev and Olenino toward Nelidovo, whose seizure would not have achieved much toward the elimination of the Toropets bulge, but which would have deprived the Soviet forces in the bulge of a road and rail junction, could have served as the first stage of an offensive to take to Toropets, and would have severed the 39^th Army’s overland communications.

By a time early in April the Nelidovo attack, codenamed 'Nordpol' (ii), had taken the place, in German planning for the early summer of 1942, of 'Brückenschlag', which by that time had become seen as no longer feasible. However, 'Nordpol' (ii) had its own problems, first of them the pressures placed on mobility by the spring thaw and second the unusually heavy spring rains that extended the rasputitsa period of cloying mud well past its usual term.

In the meantime, the 4^th Army had prepared its 'Hannover I' operation against Belov’s forces. Although 'Nordpol' (ii) and 'Hannover I' did not in combination represent a major offensive undertaking, they were collectively more than Heeresgruppe 'Mitte' could plan to execute during the spring of 1942.

The delivery of reinforcements to the army group had stopped in March and then, as soon as the spring thaw had arrived, Adolf Hitler began to use Heeresgruppe 'Mitte' as a source of reinforcements for the German higher formations on the southern half of the Eastern Front, which were to launch the 'Blau' offensives as Germany’s main efforts of the summer of 1942. In the first week of May, the 4^th Panzerarmee departed, to be followed by no fewer than five of the army group’s 20 corps. Between April and a time early in June, Heeresgruppe 'Mitte' thus lost 16 divisions, more than one-fifth of its overall strength and three-tenths of its armoured strength. In the divisions which were left to the army group, shortages of personnel and equipment were not to be made good until the summer, and as a result regiments had perforce to be reduced from three battalions to two, and artillery batteries from four guns to three. Panzer and motorised divisions were such in name only, and for practical purposes were little more than slightly strengthened infantry divisions. Most of the army group’s armour and motor vehicles which had survived the winter months were awaiting repairs and/or major maintenance, and the army group’s workshops could keep no more than one in five in running condition.

Like Heeresgruppe 'Nord', Heeresgruppe 'Mitte' was not to make a major contribution on the ground to Germany’s summer offensives of 1942, and von Kluge informed his senior subordinates on 18 April that maximum economy had to become the order of the day until further notice. By a time in the middle of May, von Kluge was sure that 'Nordpol' (ii) was too ambitious, and after Hitler, whose interest was now entirely focussed on the southern part of the Eastern Front, raised no objection, von Kluge canceled the operation and ordered the 9^th Army to work on 'Seydlitz' (iii), an altogether smaller operation against the 39^th Army and the XI Cavalry Corps. In the meantime the 4^th Army was to proceed with 'Hannover I' and, when this had been completed, transfer formations to the 9^th Army for 'Seydlitz' (iii). Aimed at conventional Soviet forces, 'Hannover I' and 'Seydlitz' (iii) would in all probability take reasonably predictable courses. von Kluge knew from experience that operations against the partisans around Bryansk promised much less, given the fact that the area was larger and the anticipated results would therefore be smaller. As he also had no more troops to spare, von Kluge gave Generaloberst Rudolf Schmidt’s 2^nd Panzerarmee one security division and left the army to deal with the partisan threat as best it could.