The 'Zhitomir-Berdichev Offensive Operation' was a Soviet part of the 'Dniepr-Carpathian Strategic Offensive Operation' 1 by General Nikolai F. Vatutin’s 1^st Ukrainian Front in the western part of Ukraine (24 December 1943/14 January 1944).

The operation was designed to inflict a crushing defeat on Generaloberst Erhard Raus’s 4^th Panzerarmee of Generalfeldmarschall Erich von Manstein’s Heeresgruppe 'Süd', and to advance to the Yuzhny Bug river while preventing new attempts by the Germans to retake Kiev.

At this time the Soviet fronts in Ukraine were not without their operational and logistical problems. The winter had been very mild in the south, and the rain and mud of the spring thaw had begun exceptionally early at the end of December. The Soviets' lines of communication extended some 300 miles (480 km) and as a result there were major supply, maintenance and repair difficulties. In General Ivan S. Konev’s 2^nd Ukrainian Front, for example, only 50% the motor transport was roadworthy and of the 168 infantry divisions in the western part of Ukraine most were much under strength in spite of the energetic measures taken to make good the deficiencies by rounding up and impressing the men of the local Ukrainian population. Airfields were particularly badly affected by the rain and flooding. Undeterred by these problems, the Soviet high command urgently renewed its offensive along the whole of the front, Marshal Sovetskogo Soyuza Georgi K. Zhukov remaining as the high command’s co-ordinator with 1^st Ukrainian Front and 2^nd Ukrainian Front, while Marshal Aleksandr M. Vasilevsky co-ordinated the 3^rd Ukrainian Front and 4^th Ukrainian Front.

The 1^st Ukrainian Front and 2^nd Ukrainian Front were to make parallel thrusts to the south-west on the axes from Vinnitsa to Mogilev-Podolsky and from Kirovograd to Pervomaysk, while somewhat farther to the south the 3^rd Ukrainian Front and 4^th Ukrainian Front were to deliver concentric blows on Nikopol and Krivoi Rog.

The first phase of the offensive was to be undertaken by the 63 infantry divisions, three cavalry divisions, six tank corps and two mechanised corps of the 1^st Ukrainian Front. On the morning of 24 December the attack began against the 4^th Panzerarmee, and as it developed the frontage of Vatutin’s offensive broadened to 200 miles (320 km), the main thrusts being made by General Leytenant Vasili I. Kuznetsov’s (later General Polkovnik Andrei A. Grechko’s) 1^st Guards Army, General Leytenant Pavel S. Rybalko’s 3^rd Guard Tank Army and General Polkovnik Konstantin N. Leselidze’s 18^th Army toward Zhitomir, and by General Leytenant Kirill S. Moskalenko’s 38^th Army and General Leytenant Mikhail Ye. Katukov’s 1^st Tank Army toward Vinnitsa.

Vatutin’s main thrust, therefore, was to come in the centre with two tank armies and three combined arms armies striking to the south-west while the two combined arms armies on each flank fanned out to the west and south.

At the end of 1943 von Manstein’s Heeresgruppe 'Süd' comprised Generaloberst Hans-Valentin Hube’s 1^st Panzerarmee, Raus’s 4^th Panzerarmee and General Otto Wöhler’s 8^th Army, in all the equivalent of 43 infantry, 15 Panzer and seven Panzergrenadier divisions. von Kleist’s Heeresgruppe 'A' comprised Generaloberst Erwin Jaenecke’s 17^th Army in Crimea and General de armatâ Petre Dumitrescus Romanian 3^rd Army and Generaloberst Karl-Adolf Hollidt’s 6^th Army in the Dniepr river bend, in all the equivalent of eight German and 10 allied divisions.

Although at this time the German leader maintained the fiction of good relations with von Manstein, Adolf Hitler was in fact very hostile toward him, and von Manstein’s proposals to evacuate the Dniepr river bend and move his own army group headquarters from Vinnitsa to Lwów were discussed by Hitler with Generaloberst Kurt Zeitzler (chief-of-staff of the Oberkommando des Heeres), Generaloberst Alfred Jodl (chief of the operations staff of the Oberkommando der Wehrmacht) and other senior staff officers and ridiculed. von Manstein had earlier requested from Hitler the authorisation to move the 1^st Panzerarmee to his left flank and evacuate the Dniepr river bend, but the Hitler had refused and instead promised the speedy delivery by rail of single divisions from each of Heeresgruppe 'A', Heeresgruppe 'Mitte' and Heeresgruppe 'Nord'.

As these formations could not arrive in time to be of any real use, on 29 December von Manstein on his own responsibility moved the headquarters of the 1^st Panzerarmee, together with three Panzer divisions and one infantry division, from the Dniepr river bend to his left wing. von Manstein did nonetheless conform with Hitler’s strategy inasmuch as Wöhler’s 8^th Army continued to hold that part of the area of the Dniepr river bend to the west of Hollidt’s 6^th Army, which was deep in the Nikopol pocket.

Although the headquarters of Hube’s 1^st Panzerarmee organised the relief of the heavily pressed 4^th Panzerarmee, taking over its right-hand sector while Raus took over more ground to the left, both had to fall back in the face of Vatutin’s offensive, which threatened the key rail line linking Lwów and Odessa, vital to both the right wing of Heeresgruppe 'Süd' and Heeresgruppe 'A'.

The 1^st Ukrainian Front continued to fight its way forward, at first steadily and then rapidly: the front’s formations took Korosten, Novograd Volynsk, Zhitomir, Berdichev and Belaya Tserkov in the first two weeks of its offensive.

On 5 January, the day after von Manstein had returned from East Prussia after another fruitless visit to Hitler’s headquarters to seek permission to evacuate the Dniepr river bend and also to be allocated Jaenecke’s 17^th Army from Crimea, Konev’s 2^nd Ukrainian Front began its offensive in a thick fog, the attack of this 'Kirovograd Offensive Offensive' falling on Wöhler’s 8^th Army farther to the east.