After Rybalko's tankers cut loose, the German front disintegrated and began to fall back rapidly, each corps losing contact with its neighbors, and often with its own divisions! Chernyakovsky's 60th Army struck out towards Korosten to the northwest. This city controlled the north-south communication lines between German Army Groups Center and South.

Three divisions of the German's LIX Corps, the 183rd, 217th, and the 339th started the battle with 2300 infantry, 28 antitank guns and 49 artillery pieces between them and were rapidly amalgamated into "Corps Group C." This unit, which acted as an understrength infantry division for the rest of the battle, and the 291st Infantry gave ground towards Korosten, losing it on November 17, only to retake it ten days later.

General Moskalenko, now in command of 38th Army, drove his troops hard towards Zhitomir and Kazatin, which controlled important rail supply lines for Army Group South. In the process, it was necessary to stretch the army's left flank rather badly, but as yet no threat existed there, and on the I I November they punched into Zhitomir and threatened Kazatin and Berdichev.

Taking advantage of the Kiev-Zhitomir highway, the 13th Artillery Division reinforced them there. The German VII Corps lost the services of the 88th Infantry and 20th Panzer Grenadier Divisions when both were withdrawn from the front (the 88th could boast of 500 infantry and 6 guns, barely a battalion, and the panzer grenadiers had been similarly hammered). The 7th and 8th Panzer Divisions had about 25 armored vehicles between them, and the line behind Zhitomir was being held together with security battalions, "Ost Reiter Abteilungen" ("White" Russian cavalry battalion), and "Alarm Einheiten" under the command of Corps Group "M."

For the Germans, however, the "cavalry" was on its way to the rescue, in the form of the XXXXVIII Panzer Corps. The 1st Panzer (171 tanks, including 92 Panthers!), and "Adolf Hitler" SS Panzer Division (at least 137 tanks, including 21 Panthers and 17 Tigers) had both been rebuilt after their unfortunate experiences at Kursk, and were loaded for bear.

As General Rybalko's tankers cut south and southwest, overrunning airfields and supply dumps and slicing into Fastov, the 55th Guards Tank Brigade under a (Jewish) Lieutenant-Colonel named David Dragunsky led the way.

Dragunsky had "escaped" from the hospital after being wounded at Kursk, and had been assigned a tank brigade with less than a third of its official complement of tanks. Acting as an advance detachment, they had overrun the airfield at Zhulianov and had been ordered to keep rolling southwest past Vasilkov and Fastov.

25th Panzer

On November 7th, after bypassing Fastov, they took prisoners from a new Nazi unit, the 25th Panzer, just arriving from the French coast. Unable to assemble the whole XXXXVIII Panzer Corps, the Germans had committed the green 25th Panzer Division in an attack on Fastov to try to hold this as an assembly point for the panzer corps. The division had almost 100 Mk IV panzers, and a full complement of troops and equipment, but it was committed piecemeal; the 146th Panzer Grenadier Regiment in the lead.

South of Fastov it suddenly ran into T-34s of VI Guards Tank Corps, and was quickly routed. The divisional commander, General von Schell, either "...rallied the troops by his personal efforts..." (von Mellenthin, chief of staff of the XXXXVIII Panzer Corps in Panzer Battles), was "...put out of action the moment it (the division's vanguard) made contact with the enemy..." (von Manstein, commander of Army Group South in Lost Victories), or "...Rallied by the personal efforts of General von Schell indeed! He could not have rallied anyone. For the simple reason that he had saved his own skin by fleeing in a lorry in a southerly direction abandoning his subordinates to their fate." (David Dragunsky, commander 55th Guards Tank Brigade, in A Soldiers Memoirs). The last two are not necessarily mutually exclusive, but they do shed some light on von Mellenthin's Panzer Battles, the most widely available account in English of the battle.

In any event, the 25th Panzer's attack was defeated, its 146th Panzer Grenadier Regiment trashed (Dragunsky claims 450 POWs and several hundred killed, which claim is not borne out by the German strength returns), its rear echelon destroyed (and this claim is strongly supported by the German reports) and after two weeks of fighting, the division's total panzer strength was reduced to three assault guns.

Dragunsky's brigade was ordered to occupy Pavoloch and to dig in there, while his corp's motorized rifle brigade took Popelnia to the north of him. Both units found themselves quickly surrounded by the oncoming XXXXVIII Panzer Corps. Colonel Lupov's motorized riflemen held Popelnia from November 8th until the 15th, when they were broken up into two groups, one evading the Germans and reaching Fastov, and the other joining Dragunsky at Pavoloch.

Partisans and paratroopers had also strengthened the garrison, who had already given elements of the SS "AH" division a good bloody nose, reportedly capturing 39 personnel carriers and armored cars, and a tank, and knocking out others.

Finally on the 18th they received orders to break out back to Fastov. Most of the 1500 men and women of the brigade made it, but two bridges blown in their faces forced the abandonment of all of their remaining equipment. They were given "all the vehicles you need" and two days to refit, and then were recommitted in the Fastov sector.

Meanwhile all hell had broken loose. Realizing the danger of the approaching enemy panzer mass, the 1st Ukrainian Front had ordered 3rd Guards Tank and 38th Armies over to the defensive, brought the 40th Army over from Bukrin to fill in the area between the Dnepr and Fastov (giving it two corps from 38th Army and pulling about half of its depleted rifle divisions back into Front reserve to be rebuilt). Only 60th Army was to continue its drive on Korosten.

What ensued was a huge swirling tank battle that lasted from November 15th through the 26th. The 1st Panzer Division, with the weak 7th and 8th, and the 68th Infantry Division, cut north through Kornin, then turned west through Korostychev and bounced 38th Army smartly out of Zhitomir. Serious casualties in men and equipment were taken by the Soviets, although the dispersion of the German effort made the envelopment of the Army impossible.

The other wing of the German drive, led by SS "AH" and supported by the weak 19th and battered 25th Panzer Divisions fended off attacks by Baranov's cavalry and Kravchenko's V Guards Tank Corps. Their attacks from Brusilov failed to break through, and the Germans wheeled the whole panzer corps to tackle them. The SS "AH" suffered what was described as their first repulse of the war by von Mellenthin (who had apparently forgotten Prochorovka and a few other little mishaps) in their frontal attack on Brusilov, while 1st and 19th, reinforced with Tigers, attempted to pocket it. The Soviets were forced back, and the Germans claimed 150 tanks and 3000 KIA inflicted, as well as "many" prisoners.

By the 26th, operations were shut down, due to (among other reasons) a spell of warm and rainy weather that reduced the roads to mud.

The Germans claimed a total of 20000 Soviet dead, 5000 POWs, 600 tanks, 300 artillery pieces, and 1200 antitank guns knocked out during the month of November. (Note that the 1st Ukrainian Front began the battle with only 675 armored fighting vehicles.) While exaggerated, there is some truth in these numbers. However, the impression given in the German post war accounts leaves out a little part of the equation, namely their own losses. From their accounts it would appear that these accomplishments had been achieved cheaply, with the possible exception of some casualties in the initial Soviet drive and by the green and unfortunate 25th Panzer Division.

Panzer Strengths

Let's take a look at the German panzer strength reports from the period. Realize that the reports are affected by many factors such as transfers, newly arriving replacements, and vehicles temporarily out of service. Nonetheless the numbers are very instructive!

The 1st Panzer Division, which reported 171 AFV on November 16 (the first day of the counterattack: 79 Mk IV and 92 Mk V Panthers), by November 22 was down to 40 AFV, (a reduction of 131, leaving 26 Mk IV, and a mere 14 Panthers!).

The SS "AH" went from 137 AFV to 47, (dropping to 3 Mk III, 9 StG, 19 Mk IV, 11 Mk V, and 5 Mk VI). Subsequently these divisions fluctuated in strength, but their highest strength attained after mid-November was 80 and 64 tanks respectively.

Third Panzer went from 18 AFV on November 1 to 5 AFV on November 16, the 7th went from about 25 at the beginning of November down to 4 Mk IV on November 22nd; 8th Panzer actually gained during November, starting with 16 and reaching a high of 33 on December 15, but some of this was due to reinforcements consisting of Mk IIs and Czech Pz 38(t)s which were nothing to write home about.

The 19th Panzer started the month with 8 Mk IVs, built up to 11 Mk IVs and 6 Tigers on the 22nd (losing at least 4 Mk IIIs in the interim), but by the end of the month had 1 Mk III and 6 Mk IVs.

The unfortunate 25th Panzer, with 75 (including 23 Tigers) on November 8, was down to 3 StG by November 22, and up to 30 StG by November 29. On December 15 they had 57 (8 IIIs, 9 StGs, and 40 Mk IVs) but by December 26th, they were down to 4 Mk IVs.

In other words, given the tendency of any post-war reminisces to overstate enemy casualties, and given the German losses apparent from the above, it may be that rather than "a lesson in maneuver" as Earl Ziemke characterizes von Manstein's counterattack, the result of the battle up to the end of November could best be characterized as an attrition battle, one that the Soviets could better afford than the Germans.

True, the Germans retook Zhitomir and Brusilov. The Soviets pulled the V and VII Guards Tank Corps out of the line to be rebuilt, and the 38th Army and 1 Guards Cavalry Corps were beaten up. But the honors were not too uneven. And the resilience of Soviet arms is borne out by the fact that the 1st Ukrainian Front (including 13th Army fighting for Ovruch to the north of Korosten, but with no tank corps attached at this point) at the beginning of December, after the addition of three tank corps and a mechanized corps, numbered 1,100 tanks, most of them reconditioned and repaired according to John Erickson, (Road to Berlin).

Since tank corps that are routed and smashed have little opportunity to evacuate their repairable tank carcasses, it is fairly safe to assume that the battle was not the one-sided affair von Mellenthin and his echoes would have us believe.

Another indication of a less than totally successful operation was Hitler's subsequent order relieving Colonel General Hoth of his command of 4th Panzer Army, replacing him with General Rauss.

Air Battles

The air battles conducted over this front between General Krasovsky's 2nd Air Army and the 8th Fliegercorps of General Seidemann, although interrupted by rain, fog, and snowstorms, were fierce. Planes struck at troops and equipment in the front lines and, moving behind them, at each other's airfields, headquarters, and supply dumps.

Each side started the battle with about 600 aircraft, 70% of the German planes being bomber or dive bomber, while the bulk of the Soviet machines were fighters. By early December, the Soviet strength had swollen to 750 aircraft, despite losses of perhaps 200. German strength figures were harder to come by, but by the third week in December they had lost around 300 aircraft, and the Soviets a similar total. Soviet air units flew 20000 sorties in November and December, benefiting from the numerous hard surfaced airfields in the Kiev area.

The Battle for Kiev November 1 - December 24, 1943

Prelude to the Onslaught
Breakthrough and Counterstroke
The Second Round
The Meleni Pocket? and Conclusions