First Battle of Kharkov The 1st Battle of Kharkov so named by Wilhelm Keitel was the 1941 tactical battle for the city of Kharkov ( now " Kharkiv " ) ( Ukrainian SSR ) during the final phase of Operation Barbarossa between the German 6th Army of the Army Group South and the Soviet Southwestern Front . The Soviet 38th Army was ordered to defend the city while its factories were dismantled for relocation farther east . The German 6th Army needed to take the city in order to close the widening gap between the 4th Panzer Group and the 17th Army . By 20 October the Germans had reached the western edge of the city , and the city was taken by the 57th Infantry Division by 24 October . By that time , however , most of Kharkov ' s industrial equipment had been evacuated or rendered useless by the Red Army . Importance of Kharkov . Kharkov ' s railroad system . In autumn 1941 , Kharkov was considered one of the Soviets ' most important strategic bases for railroad and airline connections . It not only connected the east - west and north - south parts of Ukraine , but also several central regions of the USSR including the Crimea , Caucasus , the Dnieper region , and Donbas . Military importance . Kharkov was one of the largest industrial centers of the Soviet Union . One of its greatest contributions was the Soviet T - 34 tank that was both designed and developed at the Kharkov Tractor Factory . It was considered to be the most powerful tank plant in the country . Other plants that were located in the city included the Kharkov Aircraft Plant , Kharkov Plant of the NKVD ( FED ) , and the Kharkov Turbine Plant . Military products that were in Kharkov before the battle started included : tanks , Su - 2 , artillery tractor s , 82 mm mortars , sub - machine guns , ammunition , and other military equipment . The main objective for the German troops was to capture the railroad and military plants , thus they desperately tried to keep the industrial area of Kharkov intact . Adolf Hitler himself stressed the importance of those military plants stating : “ … The second in importance is south of Russia , particularly the Donets Basin , ranging from the Kharkov region . There is the whole basis of Russian economy ; if the area is mastered then it would inevitably lead to the collapse of the entire Russian economy … “ Population of Kharkov . Kharkov was one of the most populated Soviet cities during World War II . The population of the city on 1 May 1941 was 901 , 000 . In September 1941 the population skyrocketed to 1 million 500 thousand people , due to multiple evacuees from other cities . After multiple attacks and many deaths the population of Kharkiv decreased to 180 – 190 thousand , which was the population after the liberation of the city in August 1943 . Jewish population . Kharkov was one of the most important Soviet cities for the fleeing Jewish population . According to records , Kharkov had 10 , 271 people of Jewish ethnicity living in the city , 75 % of which were women , children , and elderly . After the battle , many of them were either transferred to concentration camps or executed . Before the battle . The aftermath of Kiev . After the Battle of Kiev Army Group Centre was ordered to redeploy its forces for the attack on Moscow , and so the 2nd Panzer Group turned north towards Bryansk and Kursk . Army Group South , and in particular von Reichenau ' s 6th Army and von Stülpnagel ' s 17th Army took the place of the Panzer Divisions . The main offensive formation of Army Group South , von Kleist ' s 1st Panzer Group , was in the meantime ordered south for a drive to Rostov - on - Don and the Caucasian oilfields , following Führer Directive No . 35 . The burden of processing Kiev ' s 600 . 000 POW ' s fell upon the 6th and 17th Armies , so while the 1st Panzer Group secured the German victory in the Battle of Melitopol , those two armies spent the next three weeks regrouping . Meanwhile , Stavka needed to stabilise its southern flank and poured reinforcements into the area between Kursk and Rostov , at the expense however of its forces in front of Moscow . The Southwestern Front , which had been completely destroyed during the battle of Kiev , was re - established under the command of Marshal Semyon Timoshenko , one of the more capable Red Army commanders . The 40th , 21st , 38th and 6th Armies were reconstituted almost from scratch . Approaching Kharkov . With the Battle of Moscow under way , the Germans had to protect their flanks , and on October 6 von Reichenau advanced through Sumy and Okhtyrka in the direction of Belgorod and Kharkiv . On the same day , the 17th Army commenced its offensive from Poltava towards Lozova and Izyum to protect the lengthening flank of the 1st Panzer Army ( the renamed 1st Panzer Group ) . The Southwestern Front ' s 6th Army ( commanded by Rodion Malinovsky ) and 38th Army ( commanded by Vladimir Tsiganov ) failed to conduct a coordinated defence and were beaten back . Because the situation at Vyazma and Bryansk left Stavka with no reserves , Timoshenko was forced to retreat to prevent a total collapse of the southern flank . Although the main objectives of the German Army before winter fell were to capture Leningrad , Moscow and the approaches to the Caucasian oilfields , Kharkov was an important secondary objective . Besides the need to protect the flanks of its motorized spearheads , the OKH also saw the importance of Kharkov as an industrial centre and railroad hub . Capturing the city meant that the Southwestern and Southern Front had to fall back on Voronezh and Stalingrad as their major transport hubs . When in the second week of October the dirty weather of the Rasputitsa and the poor logistics in the area between the Dnepr and the front ( all the bridges had collapsed during combat and ice threatened the pontoons ) caused the offensive to stall , Hitler personally allocated resources from the 17th Army to the 6th Army to ensure the capture of Kharkov . This , however , weakened the 17th Army ' s effort to protect the flank of the 1st Panzer Army and contributed to the German defeat at the Battle of Rostov . After 17 October , night frost improved the roads but snow storms and the cold started to hamper the Germans , who were insufficiently equipped for winter operations ( the German Army had planned that Barbarossa would be over before winter fell ) . Course of the battle . Preparing to take the city . The task of assaulting Kharkov itself was given to the LV . Armeekorps commanded by General der Infanterie Erwin Vierow . This corps had at its disposal the 101 . Leichte - Division , commanded by Generalleutnant Josef Brauner von Haydringen coming in from the north , the 57 . Infanterie - Division , commanded by Generalmajor Anton Dostler coming in from the south , and the 100 . Leichte - Division , who did not take part in the battle . Sturmgeschütz - Abteilung 197 , commanded by Hauptmann Kurt von Barisani had two of its three batteries attached to the 57 . Infanterie - Division to provide close fire support during the assault . For the defense of Kharkov , the 216th Rifle Division had been reformed there after its destruction at Kiev . It received little to no support from other divisions or from higher command echelons because the 38th Army was in the process of a strategic retreat and the defense of Kharkov was only necessary as long as its factory equipment had not been completely evacuated . Battles on the western edge of the city ( 20 – 23 October ) . 101st Light Division . By 21 October the 101 Light Division had reached a line about 6 kilometers west of Kharkov . 228th Light Regiment spearheaded the division , its 1st and 3rd battalion taking up defensive positions on the front and 2nd battalion in reserve . On 22 October the regiment was ordered to conduct reconnaissance to determine the enemy ' s strength . That same day at noon the regiment was attacked by a Soviet infantry battalion supported by tanks . The attack was repulsed and two tanks were disabled . That night the recon information was transmitted by radio to the Division HQ . The 216th Rifle Division had occupied the western edge of the city , with MG nests , mortar pits and minefields in place . For the attack 3rd battalion ( the regiment ' s right flank ) was reinforced with two guns from the division ' s artillery , 85th Artillery Regiment , a company of engineers and an 88 mm Flak gun . 2nd battalion received the same reinforcements , but without the AA gun . The 1st battalion acted as regimental reserve . The first battalion of the 229th Light Regiment would protect left flank of the 228th . The attack hour was set at noon , in conjunction with the 57th Infantry Division . At 11 : 00 hours , a liaison was established between the 85th Artillery and the 228th Light Regiment . The artillery was not ready at the time , so the attack had to be postponed . In the meantime the AT - company , who had been stuck in the mud to the rear , finally arrived at the front and was ordered to assign one 37 mm AT - gun platoon to every frontline battalion . At 14 : 25 , the artillery was ready and the attack hour was set at 15 : 00 . Assault of the city ( 23 – 24 October ) . The evacuation of enterprises started before the Germans had a chance to attack . By 20 October 1941 evacuation of industrial facilities was virtually completed . Three - hundred and twenty trains were sent with the equipment from 70 major factories . Kharkov was taken by the German 6th Army , under the command of Walther von Reichenau , on 24 October 1941 . Occupation of Kharkov . The city was subject to its first occupation during the war , which lasted until February 16 , 1943 . The city never became part of Reichskommissariat Ukraine because of its proximity to the front . The staff of the LV . Armeekorps acted as the occupational authority , using 57 . ID as occupation force . Generalmajor Anton Dostler was Stadtkommandant until December 13 , when he was succeeded by Generalleutnant Alfred von Puttkamer , and Kharkov was transferred to the Heeresgebiet of the 6 . Armee and put under the joint authority of the Stadtkommandant and Feldkommandantur 757 . German troops acting under the authority of the ' Reichenau - Befehl ' of October 10 ( effectively an order to kill anybody associated with communism ) terrorized the population that was left after the battle . Many of the Soviet commanders ´ corpses were hung off balconies to strike fear in the remaining population . Many people frantically began to flee , causing chaos . In the early hours of November 14 , multiple buildings in the city centre were blown up by time - fuses left by the retreating Red Army . Casualties included the commander ( Generalleutnant Georg Braun ) and staff of the 68 . Infanterie - Division . The Germans arrested some 200 civilians ( mostly Jews ) and hanged them from the balconies of large buildings . Another 1 , 000 were taken as hostages and interned in the Hotel International on Dzerzhinsky Square . All of these war crimes were committed by frontline Heer commanders , and not by SS troops . On December 14 , the Stadtkommandant ordered the Jewish population to be concentrated in a hut settlement near the Kharkov Tractor Factory . In two days , 20 . 000 Jews were gathered there . Sonderkommando 4a , commanded by SS - Standartenführer Paul Blobel , of Einsatzgruppe C started shooting the first of them in December , then continuing to kill them throughout January in a gas van . This was a modified truck that fitted 50 people in it ; the van drove around the city and slowly killed the people that were trapped in it with carbon monoxide that was emitted from the car itself and channeled into an airtight compartment . The victims died by a combination of carbon monoxide poisoning and suffocation . The German Army confiscated large quantities of food to be used by its troops , creating acute food shortages in the Ukraine . By January 1942 around one - third of the cities 300 . 000 remaining inhabitants suffered from starvation . Many would die in the cold winter months . As a result of the battles in Kharkov , the city was left in ruins . Dozens of architectural monuments were destroyed and numerous artistic treasures taken . One of Russia ’ s known authors – Aleksey Nikolayevich Tolstoy , wrote : “ I saw Kharkov . As if it were Rome in the 5th century . A huge cemetery … ”