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In both 1940 and 1941, von Kleist proceeded opportunistically, while the defenders did not think operationally, but simply plugged holes in their lines. In the ensuing chaos, Allied and Yugoslav commanders read the battle wrong, made poor choices and became dispirited when ‘doing the right thing according to military tradition only brought more defeats. The same thing happened on the battlefield, so crippling demoralization spread both up and down the chain of command. Halting the panzers at one point might represent a tactical victory for the defenders, but since the blitzkrieg sought the line of least resistance, such a temporary success usually led to ultimate operational failure. Intangibles such as command skill and momentum dominated objective measures like numbers of men or caliber of artillery.
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However, the panzers moving too fast for even the German high command (unable to keep pace with developments) did periodically cause similar command paralysis on their side of the front. This fact condemned Dunkirk to be an ordinary victory instead of the crushing Vernichtungsschlacht it could, and should, have been.

Von Kleist, the commanders and men of his panzer group had mastered the various challenges. Panzer corps commanders from the French campaign,
Guderian, Hoepner and Hoth, would all lead huge panzer armies of their own in the supreme test of the blitzkrieg, the German Army and the Nazi Reich: Operation Barbarossa. Staff planners for this campaign gave the panzer groups significant operational objectives and large, self–contained orders of battle. The whole world indeed would await the outcome of this massive contest.

Chapter 2

First Panzer Army

First Panzer Army, the legacy of Gruppe von Kleist, spent the entire war in the southern part of the front. It probably travelled a greater distance than the other panzer armies, or perhaps any other formation in the German Army. During Operation Barbarossa it belonged to Army Group South, and participated in the encirclement battles of Uman, Kiev and the Sea of Azov. It ended the campaign in temporary possession of Rostov. During 1942 it contributed to the recapture of Rostov and led the drive to the Caucasus oil region.

In early 1943, von Manstein extracted First Panzer back through Rostov, then employed it in his defensive battles following the Soviet s successful campaign to retake Stalingrad. During that summer and fall, the panzer army fought defensive battles in the Ukraine, often retracing its steps taken during Barbarossa. It narrowly avoided total destruction at Korsun, and then withdrew over the Carpathian Mountains. During the last year of the war, First Panzer retreated through Hungary and Slovakia, before finally it came to rest near Prague. It remained in constant and decisive combat with the Red Army during the nearly four–year–long Nazi–Soviet War.

Campaign
Battles and Engagements
Barbarossa,
22 June–21 November 1941
Galicia, Bug, Styr, Stalin Line, Tarnopol,
Berdichev, Kiev, Uman, Dnepr bend,
Cherkassy, Dnepropetrovsk, Kiev encirclement,
Sea of Azov, Donbas, Rostov
Donbas Defense,
22 November 1941–8 July 1942
Donets, Mius
1942 Offensive,
9 July–30 December 1942
Donbas, lower Don, Maikop, Terek
Retreat and Defensive Battles,
31 December 1942–27 July 1944
Middle Donets, Mius, Izyum, Dnepropetrovsk,
Krivoi Rog, Kirovograd, Nikopol, Vinnitsa,
Podolsk, Brody, Bug
Hungary and Czechoslovakia,
28 July 1944–8 May 1945
Carpathian passes, Slovakia, Beskides, Moravian
Basin, Altvater Mountains

Von Rundstedt’s Army Group South, of which First Panzer was a major component, had extremely difficult missions: attack the Soviet’s main defensive effort; attack with only one panzer army; eliminate Red Army forces south of the Rotkino marshes, capture Kiev, occupy the wealthy (in terms or raw materials) Ukraine and reach Rostov on the Don River, approximately 2,100km from its starting point in occupied Poland. Von Kleist commanded three panzer (III, XIV, XLVIII) and one infantry corps (XXIX), including 9th, 11th, 13th, 14th and 16th Panzer, 16th, 25th, SS Leibstandarte Adolf Hitler and SS Viking Motorized and 44th, 57th, 75th, 111th, 298th and 299th Infantry Divisions plus the Luftwaffe’s II Flak Corps.
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German doctrine at the time subordinated a panzer army under an infantry army for the purpose of creating the initial breakthrough; accordingly, First Panzer fell under Sixth Army. According to Barbarossa s plan, taking Kiev by
coup de main
represented von Kleist’s first operational objective. The operations order issued to Panzer Regiment 15 of the 11th Panzer Division on the day before the invasion read thus:

As soon as the infantry has broken open a hole, attacks as the lead panzer division of the corps along the central Panzerstrasse . . . as soon as the Styr River crossing is accomplished at Szczuroice, push without looking back or stopping (‘ruchsichtlos und unaufhaltsam ) over Dubno, Ostrog, Polonne, Berdichev to the Dnepr. Thereafter quickly overcome all enemy resistance with rash assaults, when possible break into individual battle groups, quickly overcome every difficulty along the way via action of all arms. Enemy attacks will be dispatched quickly with our antitank weapons in immediate counterattacks.
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Opposite von Kleist stood the Southwest Front under Colonel General MP Kirponos, consisting of 5th, 6th, 12th and 26th Armies backed up by eight mechanized corps. However, the mechanized corps, while larger than a panzer corps, were also unwieldy for the inexperienced Red Army commanders and many had significant problems: the 9th and 19th had only one combat–ready tank division each (the 35th and 43rd, respectively), the 15th had no trucks for its 212th Motorized Rifle Division and the 8th was especially scattered across the Ukrainian countryside. Kirponos did not suffer from the fearfulness and passivity of many Soviet leaders. On 10 June, he alerted his forces and sent them toward the front, only to be discovered by the NKVD and have Zhukov order him back in accordance with Stalin s ‘no provocations guidance. By the 13–14 June, he again had his units inch toward the frontier. Two such units were the 87th Rifle Division paired up with the 1st Antitank Brigade in the
Vladomir–Volynsky area. Their insubordinate preparedness gave 14th Panzer, leading von Kleist s left, a nasty welcome to the USSR.
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Kirponos’ men made many other similar moves that put them in a better position than their comrades to the north, but even these measures could not blunt the fury that struck the Soviet Union on Barbarossatag. The 44th and 298th Infantry Divisions blasted openings for 13th and 14th Panzer Divisions in the north (III Panzer); 57th and 75th Infantry did the same for 11th Panzer in the center (XLVIII Panzer); XIV Panzer Corps followed some distance to the rear. Almost immediately Kirponos ordered his mechanized corps to the point of rupture in a much more realistic counterattack than the one Stavka ordered. The 41st Tank Division of 22nd Mechanized Corps was already stationed on the border, and the 9th (Major General KK Rokossovsky) and 19th Mechanized followed close behind. Two great rivers of armored vehicles moved toward each other. The 14th Panzer hit the combined 87th Rifle and 1st Antitank bulwark; the defenders conducted a fighting withdrawal only when outflanked by Landsers, but maintained their cohesion. However, there would be only a few bright spots such as this for the Southwest Front. On the first day of the invasion, at Alexandrovka – almost within sight of the border, III Panzer Corps destroyed 267 tanks. Near Radziechov, a see-saw battle raged between Panzer Regiment 15 (11th Panzer Division), reinforced with 88mm flak guns and a Soviet tank division. By 1600 hours on the 23rd, 46 KV 1s and 2s littered the battlefield. Fierce Luftwaffe interdiction, spread–out deployments, poor roads, untried leaders and units resulted in uneven combat. Soviet counterattack forces arrived and attacked in small groups of twenty to thirty tanks which the Germans defeated in detail. Entire regiments became mired in swamps.
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Nearly everywhere in those first days von Kleist’s men came out on top.

After two days, the 87th Rifle had lost two regiments and when that division could no longer maintain itself on the battlefield the position of the 1st Antitank Brigade also became untenable. On 24 June, the 13th and 14th Panzer Divisions advanced abreast down the Lutsk road. North of the town around noon, 215th Motorized and 19th Tank Divisions counterattacked against the 14th Panzer with disastrous results. Thus the maneuvers by the 22nd and 15th Mechanized Corps ended in failure. The next day, the III Panzer Corps made for Rovno, where the 9th Mechanized awaited them. Slightly south, the 11th Panzer neared Dubno, with the 16th Panzer in tow close behind. Attempting to intercept this force came the 8th Mechanized, which had just marched 500km perpendicular across the German axis of advance from its peacetime bases southwest of the Dniester River. Its 34th Tank Division in particular took massive amounts of abuse from panzers, artillery and the Luftwaffe. By the 25th, it seems the Soviets had conceded the border battle and began to escape
east. Some units, such as the 8th Mechanized, had plenty of fight left in them, however, and continued to resist. The German infantry halted to round up groups of Red Army stragglers and therefore could not assist the panzer spearheads. In many cases, the mechanized corps had ceased to exist as cohesive formations so Soviet commanders simply threw random collections of tank and motorized infantry against von Kleist’s thrusts.
5
Predictably, these counterattacks ended poorly for the defenders. Nevertheless, von Kleist did not enjoy the spectacular initial success of the other three panzer armies.

Already, just two days into Barbarossa, some Army Group South generals attempted to dilute the effects of massed panzers. Worried about Seventeenth Army s relatively slower progress around L’ vov in the south, von Rundstedt received a recommendation to send XIV Panzer Corps in that direction. The corps commander, General of Infantry Gustav von Wietersheim, prevailed and the army group ordered that von Kleist’s concentrated armored fist remained intact.
6
First Panzer would need all of its strength for the upcoming battle. Unfortunately, however, a dangerous precedent had been suggested: that when the going got tough somewhere else, it was permissible to split up panzer formations and deny their massed essence.

By 27 June, First Panzer had breakthroughs almost to Ostrog and Rovno, over 200km deep into Soviet territory. Kirponos assembled all the motorized forces he could and a day later had the remnants of four mechanized corps on either of von Kleist’s flanks, while the 36th Rifle Corps attempted to limit any further German advance. When 13th Panzer hit these well-prepared defenses it took serious losses, especially from the massed Red artillery. The 12th and 34th Tank Divisions cut 11th Panzer’s rearward communications, which were only restored by the 16th Panzer. In four days combat, 16th Panzer destroyed 261 tanks and 11th Panzer knocked out another 150. By this time, German infantry marched onto the scene, adding a new level of complexity. Lieutenant General Robert Ritter von Greim’s V Fliegerkorps provided excellent CAS, despite Red Army Air Force air superiority and the fact it had no Stukas. Barely 10km separated Kirponos northern and southern pincers, but Soviet command and control was so poor the general did not know he stood on the brink of a noteworthy achievement. Blind to actual conditions on the battlefield, he called off the assault. Writing after the war, Zhukov described the fighting around Dubno as the worst in the Ukraine.

Thanks to Hitler s exclusion of Hungary from Barbarossa s planning and delays in Romania, during the campaign’s first fortnight, Kirponos could concentrate his entire front against three German armies. First Panzer also had to compensate for the handicap of being tied to Field Marshal Walther von Reichenau, the commander of the Sixth Army, who did not perform as well
as many of his contemporaries. Some historians credit Kirponos’ counterattack with causing a significant delay to both von Kleist and von Rundstedt.
7
Not to deny Kirponos his due, and while chronologically true enough, this interpretation is overly simplistic, however. The interruption in First Panzer’s march was temporary, while Red Army losses, especially in armored fighting vehicles (AFVs), could not be replaced during Barbarossa, and would be sorely missed days and weeks later as combat moved into the Ukrainian interior. Despite the relative skill of Kirponos when compared to the bulk of Soviet generals across the entire front, the clashes around Dubno represent a battle of annihilation of the Southwest Front’s best. Von Kleist accomplished this through old–fashioned toe–to–toe combat, not encirclement. While Red Army forces in other sectors periodically halted the Germans throughout the summer and fall, the Soviets’ southern theater did not regain its balance until Rostov.

Kirponos ordered one more counterattack for the last day of the month but it was too weak. Nevertheless, he believed that the Southwest Front’s armored attacks had dealt von Kleist a severe blow and that he could pull away from the L’vov salient. Stavka authorized a withdrawal generally to the pre-1939 frontier, shortening the front lines in the south from 1,400 to 900km. Days earlier, von Rundstedt had considered the breakthrough phase complete, so gave First Panzer its operational freedom, thereby releasing von Kleist from Sixth Army control. His Order #2 instructed the panzer army to rush the old Soviet defenses before Kirponos could properly man them. Midway between Rovno and Novgorod–Volynskiy and just east of Ostrog, the Ostheer left Soviet-occupied Poland and crossed into the USSR. This second-named town marked the Germans’ first experience with the Soviet inter-war fortifications they called the Stalin Line. Starting around 4 July, units of III Panzer took some losses here, however von Kleist’s men began a small but noticeable detour toward the southeast. Another reason to avoid moving directly east was the presence of remnants from the 9th and 22nd Mechanized Corps, and most importantly, the 5th Army, lurking untouched to the northeast.
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