Guderian’s Advance to Smolensk and the Siege of Mogilev, 13–16 July

While Hoth’s panzer group was savaging 22nd and 19th Armies on Timoshenko’s right wing, Guderian’s forces, which numbered roughly 450 tanks on 10 July, were doing the same to his left wing. As was the case with Hoth’s panzers, Guderian’s Second Panzer Group inflicted its damage simultaneously along two separate but interrelated axes, the first along the road to Smolensk and the second along two axes extending eastward south of Smolensk to the Sozh River.

See Map 9.

At nightfall on 12 July, Guderian had deployed his three motorized corps from north to south (left to right) in two major bridgeheads on the eastern bank of the Dnepr River. In the north, Lemelsen’s XXXXVII and Vietinghoff’s XXXXVI Motorized Corps were firmly lodged in a deep bridgehead east of Kopys and Shklov, with their respective 29th Motorized and 10th Panzer Divisions in the Gorki region prepared to advance eastward, the former toward Smolensk and the latter toward Mstislavl’ on the Sozh. Further south, 4th Panzer and 10th Motorized Divisions of Geyr’s XXIV Motorized Corps were firmly ensconced in the Bykhov bridgehead south of Mogilev, ready to advance eastward toward the Sozh River at Krichev and Propoisk. However, Guderian’s most vexing problem regarded the fate of the fortress city of Mogilev, which was situated between his two bridgeheads, and was being stubbornly defended by the bulk of Remezov’s and then Gerasimenko’s 13th Army.

A town of about 100,000 souls, Mogilev was important strategically for its location and famous because it was once the see of the Archbishop of all Catholics in the Russian Empire, the headquarters of the Russian Supreme Command during World War I, and the site where Tsar Nicholas II abdicated his throne on 15 March 1917. Ironically, although it was renowned for its health sanitarians and spas, Mogilev proved distinctly unhealthy when it served, in succession, as the command post of Pavlov’s Western Front, later of Remezov’s 13th Army and Major General Fedor Alekseevich Bakunin’s 61st Rifle Corps, and, finally, of Major General Mikhail Timofeevich Romanov’s 172nd Rifle Division.⁴⁴ While Pavlov perished at Stalin’s hands, Remezov was severely wounded on 12 July in the fighting around Mogilev, and both Bakunin and Romanov ended up having to fight their way out of encirclements. The Soviets later accorded the city the sobriquets of “Gallant Mogilev” and “the Belorussian Madrid” after its heroic but futile three-week siege.

See Map 12. The encirclement of Mogilev, 12-15 July.

Guderian realized that assaulting Mogilev frontally was dangerous. Supported by tens of thousands of civilians, who burrowed into the soil and built formidable defenses around the city, 13th Army and the Western Front converted Mogilev into a veritable fortress, as only the Russians could, literally within days. For example, after Guderian’s breakthrough along the Dnepr, an aerial reconnaissance by Kluge’s headquarters reported, “Behind the Dnepr extends a precisely delineated Russian position. It is marked by a continuous network of connected trenches, bunkers, approach trenches, anti-tank ditches, complete strongholds, especially around villages, numerous artillery batteries with log-bunkers, altogether an impressive defense system several kilometers deep, reminiscent of World War I.”⁴⁵

After beginning work on fortifications around Mogilev in late June, along with forward defenses along the Drut River, 19 kilometers west of the city, the Soviets continued their work while Guderian’s forces were crossing the Dnepr River on 10 and 11 July. While special engineer units emplaced extensive mine fields, soldiers and civilians dug trenches, fortified every stone or brick building, and learned how to make and use Molotov cocktails, improvised incendiary missiles, chiefly fuel-filled bottles, to employ against German tanks. After the battle actually began, the surprised Germans were suddenly and unexpectedly exposed to bayonet charges and hand-to-hand fighting. The defenders of Mogilev thus held their own, turning back all direct attacks, especially from XXIV Motorized Corps, and later from XXXXVI Motorized Corps as well.

Based on his assessment of Mogilev’s defenses, Guderian decided to avoid attacking the city frontally. Instead, he ordered Vietinghoff’s XXXXVI and Geyr’s XXIV Motorized Corps to bypass the city and head for the Sozh River, 97 kilometers to the east. Thus, when Guderian’s panzer group began its advance early on 13 July, this meant Guderian’s armored armada struck out eastward along three separate axes, Lemelsen’s XXXXVII Corps toward Smolensk and Vietinghoff’s and Geyr’s XXIV Corps north and south of Mogilev. Like Hoth’s Third Panzer Group to the north, Guderian’s panzer group would fight two battles simultaneously.

In the north, Lemelsen’s XXXXVII Motorized Corps began its advance from Gorki early on 13 July, with Boltenstern’s 29th Motorized Division in the lead, followed closely by Nehring’s 18th Panzer Division. Protected by Weber’s 17th Panzer Division, which was tying down the bulk of Kurochkin’s 20th Army at Orsha, Lemelsen’s two divisions brushed aside the rifle divisions defending on Kurochkin’s left wing and captured the town of Krasnyi, 56 kilometers southwest of Smolensk, by nightfall. Although Lukin’s 16th Army was supposed to defend the southern approaches to Smolensk with his entire army, a force of six rifle divisions and 1,300 tanks transported from the Trans-Baikal Military District, by 13 July he fielded only two rifle divisions (46th and 152nd) and Colonel Mishulin’s 57th Tank Division. The latter had been diverted from its assignment to 23rd Mechanized Corps and 19th Army on 10 July to support Kurochkin’s 20th Army. Nevertheless, Lukin attacked 29th Motorized and 18th Panzer Divisions with a mixed group consisting of Mishulin’s 57th Tank Division, with two platoons of BT-7 tanks, 152nd Rifle Division, and a mobile motorized detachment and four-battalion militia brigade from Smolensk.⁴⁶ This force contained Nehring’s division for three days and ultimately joined in the encirclement fight north and west of Smolensk.

Leaving Weber’s panzers at Krasnyi to form the southern wing of Guderian’s intended encirclement, Boltenstern’s troops pressed forward, reaching the southern outskirts of Smolensk late on 15 July. The next morning Boltenstern’s forces began a three-day fight for possession of the historic center city of Smolensk by seizing its golden-domed Uspenskii Cathedral and its vital railroad bridge after heavy fighting with 16th Army’s 152nd and 129th Rifle Divisions. By that time the remainder of Lemelsen’s corps was stretched out for 112 kilometers all the way back to Orsha.

See Map 11.

With considerable effort and against desperate Soviet resistance, Weber’s 17th Panzer Division cleared Kurochkin’s forces from Orsha, compressing them into an elongated pocket along and north of the Dnepr River west of Smolensk. By day’s end on 15 July, the pocket extending from Smolensk westward toward Orsha contained the bulk of Kurochkin’s 20th Army, the remnants of 5th and 7th Mechanized Corps, and even portions of Konev’s shattered 19th Army. Specifically, the encirclement included at least 129th and 158th Rifle Divisions of Lieutenant General Rafail Pavlovich Khmel’nitsky’s 34th Rifle Corps and 127th, 134th, and 162nd Rifle Divisions of 25th Rifle Corps (whose commander, Chestokhvalov, had been captured on 13 July) from Konev’s 19th Army, 153rd, 229th, and 23rd Rifle Divisions of Major General Evdokim Andreevich Mogilevchik’s 69th Rifle Corps, 100th and 161st Rifle Divisions of Major General Arkadii Nikolaevich Ermakov’s 2nd Rifle Corps, and 18th, 73rd, and 144th Rifle Divisions from Kurochkin’s 20th Army, and the six tank and motorized division of 5th and 7th Mechanized Corps, for a total of 20 divisions of various types.

However, evidencing the wear and tear of Lemelsen’s rapid advance, by the time it took up blocking positions at Krasnyi, Nehring’s 18th Panzer Division had fallen in strength to a force of just 12 operable tanks. Thus, much more arduous fighting was required if Guderian’s and Hoth’s forces were to destroy the forces they encircled.

Meanwhile, advancing rapidly to the southeast from Gorki on 13 July through 13th Army’s already weakened defenses, Schaal’s 10th Panzer Division of Vietinghoff’s XXXXVI Motorized Corps advanced 56 kilometers during the next two days, capturing the town of Mstislavl’ on the Sozh River by nightfall on 15 July. Hausser’s SS “Das Reich” Motorized Division protected Schaal’s right flank by occupying blocking positions north of Chausy to prevent Soviet forces from withdrawing northeast from Mogilev before following in 10th Panzer’s wake on 16 July.

See Map 12.

South of Mogilev, after spending a day regrouping Model’s 3rd Panzer Division southward from Mogilev into the Bykhov bridgehead, early on 14 July, Geyr’s XXIV Motorized Corps burst eastward out of the bridgehead with Model’s 3rd and Langermann’s 4th Panzer Divisions advancing abreast toward the east and Löper’s 10th Motorized Division swinging northward to envelop the Mogilev fortress from the south. By nightfall, Model’s panzers also swung northward to extend the encirclement ring south of Mogilev to the east and captured Chausy on 15 July, while Langermann’s division turned southeast and captured Propoisk the same day. At the same time, Geyr regrouped Feldt’s 1st Cavalry Division across the Dnepr River by day’s end on 15 July, moving it into positions on the eastern bank of the river east of Novyi Bykhov to fill in the gap between 4th Panzer Division and the river and to protect his corps’ right flank.

Thus, by nightfall on 15 July, like the spread fingers of a hand, 3rd and 4th Panzer and 1st Cavalry Divisions of Geyr’s motorized corps had carved a broad salient east of the Dnepr River, which extended from south of Mogilev eastward to the Sozh River and then back to the Dnepr River. All the while, Geyr’s forces struggled to contain 13th Army’s forces encircled in Mogilev and also protect Guderian’s southern flank.

At this point, Guderian was fighting three battles simultaneously. While Lemelsen’s XXXXVII Motorized Corps was struggling to maintain the southern face of the evolving encirclement around Soviet forces trapped between Orsha and Smolensk, Vietinghoff’s XXXXVI Motorized Corps was advancing eastward toward El’nia and Iartsevo to clamp the Smolensk encirclement shut, at the same time forming the face of the encirclement ring around Soviet forces in the Mogilev region. Finally, Geyr’s XXIV Motorized Corps was fighting on the southern face of the encirclement ring around Mogilev, while also trying to project his forces eastward to capture Krichev on the Sozh River to provide solid flank protection for Guderian’s panzer group along the Sozh River.

The most serious problem Guderian faced at this juncture was resolving the struggle taking place around the fortress of Mogilev. Unless and until the supporting infantry corps from Weichs’ Second Army arrived forward to relieve his forces besieging the Mogilev bastion, 3rd Panzer and 10th Motorized Divisions of Geyr’s motorized corps would have to perform the onerous task, and, without their assistance, Geyr could not fully develop his attack toward the east.⁴⁷ Furthermore, the intense fighting around the city meant it would not yield to an armored coup de main. Therefore, with the assistance of “Grossdeutschland” Motorized Infantry Regiment and SS “Das Reich” Motorized Division advancing on Mogilev from the north, 3rd Panzer and 10th Motorized Divisions continued containing the 13th Army in Mogilev until 17 July.

Indicative of the heavy fighting around the city, when the green “Grossdeutschland” Regiment was attacked during the night of 13 July and ran out of ammunition, it urgently requested resupply through Guderian’s nearby headquarters. However, since he was probably more amused than his Landsers in the line, Guderian recorded they received none, and their nervous firing at last subsided.⁴⁸ Complicating matters for all of Guderian’s scattered corps, many of their units, particularly their rear services, continued encountering withdrawing Soviet units and suffering casualties as both his forces and those of Gerasimenko’s 13th Army made their way eastward, often along the same or parallel routes.

By day’s end on 15 July, Mogilev was encircled, albeit loosely, and largely cut off from the remainder of 13th Army, although Gerasimenko and his staff managed to escape eastward to the Sozh River. By this time the city’s defenders included Bakunin’s 61st Rifle and A. G. Nikitin’s 20th Mechanized Corps, now with the remnants of eight to ten divisions, including Kreizer’s 1st Moscow Motorized Rifle Division, for a total of about 100,000 men. Specifically, the defenders of Mogilev included at least 53rd, 110th, and 172nd Rifle Divisions from Bakunin’s 61st Rifle Corps, most of 132nd, 137th, and 160th Rifle Divisions from Major General Stepan Illarionovich Eremin’s 20th Rifle Corps’, part of 148th and 187th Rifle Divisions from Major General Rodion Iakovlevich Malinovsky’s shattered 48th Rifle Corps’, Kreizer’s 1st Motorized Rifle Division, and 26th and 38th Tank and 210th Motorized Divisions from A. G. Nikitin’s 20th Mechanized Corps

Meanwhile, Gerasimenko pulled his 13th Army’s headquarters back to Krichev on the Sozh River, and Sandalov withdrew the pitiful remnants of his 4th Army, including Zhadov’s 4th Airborne Corps, back across the Sozh after 4th Panzer Division captured Propoisk, admitting later, although he “decided to withdraw his troops, he could not reach his subordinate commands.” When a liaison officer informed Timoshenko of Sandalov’s predicament, he ordered Sandalov “to hold fast,” which meant defending Mogilev, and, failing in that, to withdraw his troops behind the Pronia River west of the Sozh.⁴⁹ By this time, 13th Army’s defenses were totally shattered, and Gerasimenko and Sandalov had lost all communication with and control over their forces.

Timoshenko reacted to the catastrophe developing on his wings with a strange mixture of resolve and disbelief. For example, late on 13 July, he informed the Stavka that “the enemy, during the course of 12 and 13 July 1941 conducted uninterrupted attacks along the entire Western Front, besides 21st Army.” As a result, he added, “After bitter fighting with great losses, the enemy succeeded in capturing Vitebsk on 12 July and forced the Dnepr River in the direction of Shklov and Bykhov; the enemy attacks along the remaining front were beaten off.” Timoshenko then described the situation in each of his subordinate armies.

See Volume 3 (Documents), Appendix C, 8.

•	22nd Army – defending the Idritsa region and Polotsk Fortified Region, but the enemy drove 98th RD back toward Pribytki.
•	19th Army – after suffering great losses fighting for Vitebsk, withdrew to the southern bank of the Western Dvina River, but attacking toward Vitebsk in difficult conditions with 162nd RD and 220th MD. However, small enemy groups penetrating toward Velizh and Liozno in the army’s rear.
•	20th Army – after liquidating the enemy penetration at Kopys, continuing to liquidate the enemy penetration in the Shklov region and attacking toward Ostrovno to envelop Vitebsk with 153rd and 29th RDs.
•	13th Army – repelling enemy attacks with “crack SS units” in the Shklov, Bykhov, and Zarech’e region and fighting for the Dnepr crossings, but enemy forces penetrating into the Gorki region.
•	21st Army – attacking successfully along the Rogachev and Chigirinka, Zhlobin and Bobruisk, and Rechitsa and Parichi axes.
•	Front reserves (4th Army and 6th, 42nd, 143rd, and 55th RD) – reorganizing, filling out, and constructing defenses near Chausy and Propoisk along the Pronia River in the rear area.50

Timoshenko ended his report by declaring he was organizing a series of counterattacks and other measures, including:

•	22nd, 19th, and 20th Armies – to recapture Vitebsk and restore the front along the Sirotino, Kniazhitsa Station, and Luchesa River line.
•	20th and 13th Armies – to liquidate the penetration along the Bogushevsk, Shklov, and Bykhov axes and cut off enemy tanks penetrating into the depth.
•	57th TD – to destroy enemy forces penetrating along the Gorki axis.
•	19th Army – concentrating 127th, 129th, 38th, and 158th RDs in the Iartsevo and Smolensk region behind the line of the Dnepr and Sot’ Rivers to avoid its piecemeal employment.51

At 2000 hours that evening, Timoshenko’s intelligence summary accurately acknowledged, “The enemy is directing the main effort with his main groupings in general along the Nevel’ and Smolensk axes and secondary attacks – toward Krichev and Roslavl’,” specifying, “Five divisions…. are attacking toward Gorki,” and “four divisions…. are spreading out to the east [from Bykhov] and reached the Krasnitsa and Sidorovichi line at 1600 hours.”⁵² In a more depressing note he dispatched to Stalin and Zhukov later on 14 July, Timoshenko admitted, “Since the morning the group of enemy, which have penetrated at Shklov toward Gorki, have been trying to penetrate to Smolensk….. The enemy occupied Krasnyi and Mstislavl’ at day’s end and has his main grouping in the Gorki region.”⁵³

See Volume 3 (Documents), Appendix C, 10.

Despite this bad news, on 14 July Timoshenko issued new attack orders, the last he would issue before the fall of Smolensk, which utterly ignored the reality of the situation. By this time Bock’s forces had driven 22nd Army from the Western Dvina and were about to encircle Ershakov’s army, had collapsed the defenses of 19th, 20th, 13th, and 4th Armies along and east of the Dnepr River, were bearing down on Smolensk from the north and south, and were about to encircle and destroy his forces in Mogilev. Beset by superior German forces, his armies could not defend successfully, much less attack. However, Timoshenko simply did what the Stavka demanded of him, albeit with a touch of pathos, probably knowing full well that none of his forces were able to carry out his orders. With his front collapsed and in total disorder, only the Stavka had any chance to restore it. The best Timoshenko could do was rescue as many of his forces as possible, in itself no mean task.

See Map 11.

By day’s end on 15 July, Hoth’s and Guderian’s panzer groups had demolished Timoshenko’s hopes to restore his defenses along the Dnepr River line. Hoth’s capture of Vitebsk, Velizh, Demidov, and Iartsevo had split Ershakov’s 22nd Army away from his front’s main forces, leaving Konev’s, Kurochkin’s, and Lukin’s 19th, 20th, and 16th Armies almost totally encircled north and west of Smolensk. Further south, Guderian’s thrust to Smolensk from the south outflanked 20th Army, encircled a major portion of Gerasimenko’s 13th Army in Mogilev, and forced the remainder of 13th and 4th Armies to fall back in disorder to the Sozh River. Unless a sizeable number of 13th Army’s forces encircled in Mogilev could break out to the east, there was little prospect Gerasimenko’s rump 13th Army could successfully defend the Sozh River line. If it could not, F. I. Kuznetsov’s 21st Army would also be cut off from Timoshenko’s main forces.

The Southern Flank: 21st Army’s Counterstroke in the Rogachev Region

Under these circumstances, the only bright spot in this dismal mosaic of combat failures was the performance of F. I. Kuznetsov’s army, which was anchoring the Western Front’s southern flank. In fact, after its partially successful reconnaissances-in-force on 5 July, first, under Gerasimenko’s and, later, F. I. Kuznetsov’s control, 21st Army conducted a series of resolute and partially effective counterattacks against Guderian’s right flank. Indeed, the last of these, which 21st Army launched toward Rogachev and Zhlobin on 13 July, was the only part of Timoshenko’s “counteroffensive” to achieve any success whatsoever.⁵⁴

In fact, F. I. Kuznetsov’s 21st Army represented a persistent and vexing thorn in Army Group Center’s side from the very moment Bock’s armored columns began their eastward advance toward the city of Smolensk in early July. In the wake of the reconnaissances-in-force 21st Army had conducted at the end of the first week of July, in response to the Stavka’s urgent demands for stronger actions to derail Guderian’s eastward thrust, on 11 July Timoshenko ordered Kuznetsov’s army to undertake even stronger actions. Justifying his order with the statement that, “the enemy is not displaying activity on 21st Army’s front and, while not encountering any energetic actions from our side, is maneuvering with his mobile units to other places, while conducting attacks toward Mogilev,” the front commander directed F. I. Kuznetsov’s army to “tie down the operations of the enemy and force him to fear the possibilities of our attacks” by dispatching “mobile detachments with sappers, antitank guns, and tank destroyer commands for operations in the direction of Zborovo, Chigirinka, Gorodishche, Zhlobin, Parichi, and Bobruisk.”

See Volume 3 (Documents), Appendix C, 3.

The order required 21st Army’s detachments to destroy enemy tanks and disorganize his rear by “the destruction of transport, communications, radio transmitters, warehouses, and so forth, the destruction of supply routes, and the emplacement of mine traps.” Those detachments operating toward Zborov and Gorodishche were to “disrupt activity along the Bobruisk and Mogilev highway and wreck the enemy crossing in the vicinity of Bykhov Station,” and those advancing toward Bobruisk were “to disorganize the rear and provisioning of the enemy’s Zhlobin group and, if possible, blow up the bridges at Bobruisk and destroy aircraft on their airfields.” In addition, Timoshenko wanted Kuznetsov to “prepare an operation and keep units in readiness for a surprise seizure of Bobruisk and Parichi.”⁵⁵

Two days later, in reaction to Timoshenko’s order no. 060, which mandated a far more ambitious counterstroke to counter Guderian’s ongoing penetration, at 0241 hours on 13 July, Kuznetsov ordered his army to expand its offensive by conducting an assault against Guderian’s right wing in the Bykhov region jointly with Sandalov’s 4th Army. Echoing the situation as described by Timoshenko’s order, Kuznetsov ordered his army to attack to capture Bobruisk and Parichi and destroy Guderian’s forces operating along the Bykhov axis by simultaneous attacks from the Taimonovo and Shapchitsy region toward Komarichi:

See Volume 3 (Documents), Appendix C, 6.

•	General Situation – the enemy, after concentrating 8th and 39th TCs in Vitebsk and up to a tank corps along the Mogilev axis, forced the Western Dvina and Dnepr Rivers and is developing an attack on Velizh and Gorki.
•	21st Army’s Mission – attack to capture Bobruisk and Parichi and destroy the enemy grouping operating along the Bykhov axis by simultaneous attacks from the Taimonovo and Shapchitsy region toward Komarichi.
•	Missions of Subordinates:

♦	67th RC (102nd, 151st, and 187th RD, with 696th ATR and 15th Mortar Bn) – protect the army’s left wing along the Zimnitsa and Novyi Bykhov front against attack from the north, attack with your main forces at 0800 hours on 13 July toward Shapchitsy, Komarichi, and Bykhov to destroy the enemy grouping operating along the Bykhov axis, and quickly close the front to cut the enemy tanks off from their infantry.
♦	63rd RC (61st, 167th, and 154th RDs, with 387th HAR, 318th HAR (High-Power), and 5th and 6th Mortar Bns) – attack from the Rogachev and Zhlobin front, in cooperation with 66th RC, at 1700 hours on 13 July to destroy the enemy’s Rogachev and Zhlobin grouping, capture Bobruisk, and, subsequently, prepare to attack toward the north.
♦	66th RC (232nd and 75th RDs, with 51st and 52nd Armored Trains) – defend the eastern bank of the Lan’ River with 75th RD and attack along the western bank of the Berezina River with your main forces to capture Bobruisk, prevent the advance of enemy reserves toward Bobruisk, and destroy his forces in piecemeal fashion. The 232nd RD’s jumping-off positions will be in Iakimovskoe and Strakovichi, and move 117th RD, with its 110th RR, 36th LAR, and 537th CAR, to the Zborovo, Rogachev, Zhlobin, Streshin, and mouth of the Berezina River sector on the Dnepr River’s eastern bank to protect the army’s offensive.
♦	25th MC (50th TD and 219th MRD) – concentrate 219th MRD in the Rudnia, Borkhov, and Pribor region, 15-25 kilometers west of Gomel’, and 50th TD will prepare to attack along the Bykhov and Bobruisk axes from its present positions.
♦	All Corps Commanders – capture the Novyi Bykhov, Shapchitsy, Zborovo, Rogachev, and Zhlobin regions on the Dnepr River’s western bank overnight on 12-13 July and prepare crossing sites for the attack by the army’s main forces.
♦	The VVS of the Army. Missions: beginning on the morning of 13 July:

⋄	Bomb enemy crossings over the Dnepr River at Bykhov.
⋄	Destroy enemy aircraft on the Bobruisk airfield.
⋄	Protect the army’s crossings of the Dnepr River.
⋄	Destroy the enemy on the battlefield, in cooperation with 67th and 63rd RCs’ ground forces.

•	All Formation and Unit Commanders – organize the destruction of enemy tanks by artillery fire and stop cowardice and panic on the spot.56