3rd SS Panzer Division Totenkopf The 3rd SS Panzer Division " Totenkopf ( skull ) , also known as the 3rd SS Panzergrenadier Division " Totenkopf and 3rd SS Division " Totenkopf " during its existence , was one of 38 divisions of the " Waffen " - SS , the armed wing of the German Nazi Party that served alongside but was never formally part of the Wehrmacht during World War II . Prior to achieving division status , the formation was known as " Kampfgruppe " ( battlegroup ) " Eicke " . The division is infamous due to its insignia and the fact that most of the initial enlisted soldiers were SS - " Totenkopfverbände " ( SS concentration camp guards ) , and as such it is sometimes referred to as the " Death ' s Head Division " . Members of the division participated in several war crime s . The " Totenkopf " division was one of the " Germanic " divisions of the " Waffen " - SS . These included 1st SS Panzer Division " Leibstandarte SS Adolf Hitler " , 2nd SS Panzer Division " Das Reich " , and 5th SS Panzer Division " Wiking " . Formation and Fall Gelb . The SS Division " Totenkopf " was formed in October 1939 . The " Totenkopf " was initially formed from concentration camp guards of the 1st ( " Oberbayern " ) , 2nd ( " Brandenburg " ) and 3rd ( " Thüringen " ) " Standarten " ( regiments ) of the " SS - Totenkopfverbände , " and soldiers from the " SS - Heimwehr " Danzig " " . The division had officers from the " SS - Verfügungstruppe " ( " SS - VT " ) , of whom many had already seen action in Poland . The division was commanded by " SS - Obergruppenführer " Theodor Eicke . Through the Battle of France , the division was generally equipped with ex - Czech weapons . Having missed the Polish campaign , " Totenkopf " was initially held in reserve during the assault into France and the Low Countries in May 1940 . They were committed on 16 May to the Front in Belgium . The " Totenkopf " soldiers fought fanatically , suffering heavy casualties . " Totenkopf " saw action a number of times during the French campaign . To the northeast of Cambrai the division took 16 , 000 French prisoners . Whilst subsequently trying to drive through to the coast they encountered a major Anglo - French force which they had a great deal of difficulty stopping and came perilously close to panic . " Totenkopf " had to resort to firing artillery pieces in an anti - tank role , and were saved only by the intervention of Luftwaffe dive - bombers . It then suffered heavy losses during the taking of the La Bassée Canal . Further stiff resistance was then encountered at both Béthune and Le Paradis . The Le Paradis massacre was a war crime committed by members of the 14th Company , " SS Division Totenkopf " , under the command of " Hauptsturmführer " Fritz Knöchlein . It took place on 27 May 1940 , during the Battle of France , at a time when the British Expeditionary Force ( BEF ) was attempting to retreat through the Pas - de - Calais region during the Battle of Dunkirk . The French surrender found the division located near the Spanish border , where it was to stay , resting and refitting , until April 1941 . " Totenkopf " had suffered heavy losses during the campaign , including over 300 officers . Replacement personnel were supplied , this time via regular " Waffen - SS " recruitment as opposed to coming from the camps . Flak and artillery battalions were added to its strength . Local vehicles were also commandeered from the French , many of the division ' s soft - skinned transport during " Barbarossa " was of French origin . " Barbarossa " and the Demjansk Pocket . In April 1941 , the division was ordered East to join " Generalfeldmarschall " Wilhelm Ritter von Leeb ' s Army Group North . Leeb ' s force was tasked with advancing on Leningrad and formed the northern wing of Operation " Barbarossa " . " Totenkopf " saw action in Lithuania and Latvia , and by July had breached the vaunted Stalin Line . The division then advanced past Demjansk to Leningrad where it was involved in heavy fighting from 31 July to 25 August . During the autumn and winter of 1941 , the Soviets launched a number of operations against the German lines in the northern sector of the Front . During one , the Division was encircled for several months near Demjansk in what would come to be known as the Demjansk Pocket . During these " kessel " ( cauldron ) battles , " Totenkopf " suffered so greatly , that due to its reduced size , it was re - designated " Kampfgruppe " " Eicke " . The division was involved in ferocious fighting to hold the pocket . " SS - Hauptsturmführer " Erwin Meierdress of the " Sturmgeschütze " - " Batterie " ( Assault Gun ) " Totenkopf " formed a " Kampfgruppe " of about 120 soldiers and held the strategic town of Bjakowo despite repeated determined enemy attempts to capture it . During these battles , Meierdress personally destroyed several enemy tanks in his " StuG III " . He was awarded the Iron Cross for his actions during this period . In April 1942 , the division broke out of the pocket and managed to reach friendly territory . At Demjansk , about 80 % of its soldiers were killed , wounded or missing in action . The remnants of the Division were pulled out of the line in late October , 1942 and sent to France to be refitted . While there , the Division took part in Case Anton , the takeover of Vichy France in November 1942 . For this operation , the division was supplied with a Panzer battalion and redesignated " 3 . SS - Panzergrenadier - Division Totenkopf " . The division remained in France until February , 1943 , when their old commander , Theodor Eicke , resumed control . Kharkov – Kursk . In Early February 1943 " Totenkopf " was moved back to the Eastern Front as part of Erich von Manstein ' s Army Group South . The division , as a part of " SS - Obergruppenführer " Paul Hausser ' s " SS Panzer Corps " , took part in the third Battle of Kharkov , blunting the Soviet offensive . During this campaign , Theodor Eicke was killed when his Fieseler Storch spotter aircraft was shot down while on final approach to a front line unit . The division mounted an assault to secure the crash site and recover their commander ' s body , he was buried with full military honours . Hermann Priess succeeded Eicke as commander . The SS Panzer Corps , including " Totenkopf " , was then shifted north to take part in Operation " Citadel " , the great offensive to reduce the Kursk salient . It was during February 1943 that the 3rd SS Panzer Regiment received a company of Tiger I heavy tanks ( 9th Company / 3rd SS Panzer Regiment ) . This company was near full strength by the time " Citadel " commenced , having honed their tank - killing skills during the German counterstroke to recapture Kharkov and Belgorod during the spring of 1943 . The attack was launched on 5 July 1943 , after a massive Soviet artillery barrage fell on the German assembly areas . The II SS Panzer Corps ( renamed after the formation of the I SS Panzer Corps one month earlier ) , was to attack the southern flank of the salient as the spearhead for " Generaloberst " Hermann Hoth ' s 4th Panzer Army . The " Totenkopf " covered the advance on the left flank of the II SS Panzer Corps , with the " Leibstandarte " forming the spearhead . 3rd SS Panzer Regiment advanced in a panzerkeil ( wedge ) across the hot and dusty steppe . Despite encountering stiff Soviet resistance and several pakfront s ( anti - tank positions ) , the " Totenkopf ' s " panzers continued the advance , albeit at a slower pace than had been planned . Hausser ordered his II SS Panzer Corps to split in two , with the " Totenkopf " crossing the Psel River northwards and then continuing on towards the town of Prokhorovka . In the early morning of 9 July , 6th " SS Panzergrenadier Regiment " Theodor Eicke " " attacked northwards , crossing the Psel and attempted to seize the strategic Hill 226 . 6 , located to the east of the fortified village of Kliuchi . The attack was rebuffed by the defending Soviets . The failure to capture the hill meant that the drive along the north bank of the Psel was temporarily halted , forcing Hausser to also delay the Southern advance . In the afternoon , " regiment " Eicke " " managed to redeem itself by capturing the hill , but the northern advance slowed and the majority of the division was still south of the Psel , where elements of " SS - Panzergrenadier - Regiment 5 Thule " continued to advance towards Prokhorovka and cover the flank of the " Leibstandarte " . By 11 July , " SS - Hauptsturmführer " Erwin Meierdress had led his 1st Company / 3rd SS Panzer Regiment across the Psel on hastily constructed pontoon bridges , reinforcing the tenuous position . The forces in the bridgehead were subjected to several furious Soviet attacks , but with the support of Meierdress ' panzers they held their ground and slowly expanded the bridgehead , securing Kliuchi . Strong Soviet opposition had severely slowed the division ' s advance along the north bank . In the afternoon of 12 July , near the village of Andre ' evka on the south bank of the Psel , the Soviets launched a major counterattack against Regiment " Thule " and the division ' s " StuG batallion " . " SS - Brigadeführer " Hermann Priess , the " Totenkopf ' s " commander , ordered Meierdress ' " abteilung " ( battalion ) to advance and support the beleaguered forces . The " PzKpfw IIIs " and " IVs " of Meierdress ' unit were supported by the " Totenkopf ' s " Tiger company , ( 9th Company / 3rd SS Panzer Regiment ) . In ferocious combat with the lead units of the 5th Guards Tank Army , Meierdress managed to halt the Soviet assault , destroying many Soviet T - 34 tanks , but at the cost of the majority of the division ' s remaining operational panzers . While the II SS Panzer Corps had halted the Soviet counteroffensive and inflicted heavy casualties , it had exhausted itself and was no longer capable of offensive action . Manstein attempted to commit his reserve , the XXIV Panzer Corps , but Hitler refused to authorize this . On 14 July , Hitler called off the operation . Battles on the Mius Front – Retreat to the Dniepr . Along with " Das Reich " , the division was reassigned to " General der Infanterie " Karl - Adolf Hollidt ' s reformed 6th Army in the Southern Ukraine . The 6th Army was tasked with eliminating the Soviet bridgehead over the Mius River . " Totenkopf " was involved in heavy fighting over the next several weeks . During the July – August battles for Hill 213 and the town of Stepanowka , the division suffered heavy losses , and over the course of the campaign on the Mius - Front , it suffered more casualties than it had during Operation " Citadel " . By the time the Soviet bridgehead was eliminated , the division had lost 1 , 500 soldiers ; the Panzer regiment was reduced to 20 tanks . The " Totenkopf " was then moved north , back to Kharkov . Along with " Das Reich " , " Totenkopf " took part in the battles to halt Operation " Rumyantsev " and to prevent the Soviet capture of the city . Although the two divisions managed to halt the offensive , inflicting heavy casualties and destroying over 800 tanks , the Soviets outflanked the defenders , forcing them to abandon the city on 23 August . By early September , the " Totenkopf " reached the Dniepr . Elements of the Soviet 5th Guards Tank Army had forced a crossing at Kremenchug and were soon threatening to break through the Dniepr line . " Totenkopf " was thrown into action against the bridgehead . In October 1943 , the division was reformed as 3rd SS Panzer Division " Totenkopf " . The Panzer " abteilung " was officially upgraded to a regiment , and the two " Panzergrenadier " regiments were given the honorary titles " Theodor Eicke " and " Totenkopf " . After holding the Kremenchug bridgehead for several months , the Soviets finally broke out , pushing " Totenkopf " and the other axis divisions involved back towards the Romania n border . By November , " Totenkopf " was engaged fighting intense defensive actions against Red Army attacks over the vital town of Krivoi Rog to the west of the Dniepr . Warsaw . In January 1944 , " Totenkopf " was still engaged in heavy defensive fighting east of the Dniepr near Krivoi Rog , where a breakthrough nevertheless evaded the Soviets , due in great part to the actions of the " Totenkopf " and the " Heer " ' s " Panzergrenadier - Division " Großdeutschland " " . In February 1944 , 56 , 000 German troops were trapped in the Korsun Pocket . " Totenkopf " was sent towards Cherkassy to assist in the relief attempts . The division attacked towards the city of Korsun , attempting to secure a crossing over the Gniloy - Tilkich river . The 1st Panzer Division , fighting alongside the " Totenkopf " , achieved a linkup with the encircled forces . In the second week of March , after a fierce battle near Kirovograd , the " Totenkopf " fell back behind the Bug River . " Totenkopf " immediately began taking up new defensive positions . After two weeks of heavy fighting , again alongside the " Panzergrenadier - Division " Großdeutschland " " west of Ivanovka , the Axis forces again fell back , withdrawing to the Dniestr on the Romanian border near Iaşi . In the first week of April , " Totenkopf " gained a moment ' s respite as it rested in the area near Târgu Frumos in Romania . The division received replacements and new equipment , it ' s panzer regiment taking charge of a consignment of Panther tank s to replace some of the outdated PzKpfw IVs . In the second week of April , heavy Soviet attacks towards Târgul Frumos meant that " Totenkopf " was back in action , playing a role in the decisive defensive victory . By 7 May , the front had quietened and the " Totenkopf " went back to the business of reorganizing . In a battle near Iaşi , elements of the division , together with elements of the Panzer - Grenadier - Division Großdeutschland , managed to halt an armoured assault by the Red Army . The assault , which in many aspects bore similarities to those of the later British Operation " Goodwood " , was carried out by approximately 500 tanks . In early July , the division was ordered to the area near Grodno in Poland , where it would form a part of " SS - Obergruppenführer " Herbert Gille ' s IV SS Panzer Corps , covering the approaches to Warsaw near Modlin . After The Soviet Operation " Bagration " and the destruction of Army Group Centre the German lines had been pushed back over 300 miles , to the outskirts of the Polish capital . The " Totenkopf " arrived at the Warsaw front in late July 1944 . After the launch of Operation " Bagration " and the collapse of Army Group Centre , the central - Eastern front was a mess ; the IV . " SS - Panzerkorps " was one of the few formations standing in the way of the Soviet advance . On 1 August 1944 , the Armia Krajowa ( the Polish Home Army ) , rose up in Warsaw itself . A column of " Totenkopf " Tigers was caught up in the fighting , and several were lost . The " Totenkopf " itself was not involved in the suppression of the revolt , instead guarding the front lines , and fighting off several Soviet probing attacks into the city ' s eastern suburbs . In several furious battles near the town of Modlin in mid August , the " Totenkopf " , fighting alongside the " 5th SS Panzer Division " Wiking " " and the " Hermann Göring " Panzer Division virtually annihilated the Soviet 3rd Tank Corps , which had contained a division of communist Poles . The terrain around Modlin is excellent for armour , and " Totenkopf ' s " panzers exploited this to their advantage , engaging Soviet tanks from a range where the superiority of the German optics and the 75 mm high - velocity gun gave the Panthers an edge over the T - 34s . Budapest Relief Attempts . The efforts of the " Totenkopf " , " Wiking " and " Hermann Göring " divisions allowed the Germans to hold the Vistula line and establish Army Group Vistula . In December 1944 , the IX SS Mountain Corps ( Alpine Corps - Croatia ) was encircled in Budapest . Hitler ordered the IV SS Panzer Corps to redeploy south to relieve the 95 , 000 Germans and Hungarians trapped in the city . The corps arrived just before New Year ' s Eve , and was immediately thrown into action . The relief attempts were to be codenamed Operation " Konrad " . The first attack was " Konrad I " . The plan was for a joint attack by the " Wiking " and " Totenkopf " from the town of Tata attacking along the Bicske - Budapest line . The attack was launched on New Year ' s Day , 1945 . Despite initial gains , " Konrad I " ran into heavy Soviet opposition near Bicske , during the battle the 1st Battalion , 3rd SS Panzer Regiment ' s commander , " SS - Sturmbannführer " Erwin Meierdress was killed . After the failure of the first operation , " Totenkopf " and " Wiking " launched an assault aimed at reaching the city centre . Named Operation " Konrad II " , the attack was launched on 7 January from just south of Esztergom . It reached as far as Budapest ' s northern suburbs , by 12 January " panzergrenadier " s of the " " Wiking " " division spotted the church spires and turrets of the Hungarian capital ' s skyline . However , despite its success , Gille ' s corps was overextended and vulnerable , so it was ordered to fall back as part of a ruse to encircle Soviet units north of the city . Operation " Konrad III " got underway on 20 January 1945 . Attacking from the south of Budapest , it aimed at encircling ten Red Army divisions . However , the relief forces could not achieve their goal , despite tearing a 15 - mile hole in the Soviets ' line and destroying the 135th Rifle Corps . Although they had been on the verge of rescuing the IX SS Mountain Corps , the encircled troops could not be reached and so therefore capitulated in mid - February . The division was pulled back to the west , executing a fighting withdrawal from Budapest to the area near Lake Balaton , where the 6th " SS Panzer " Army under " SS - Oberstgruppenführer " Josef Dietrich was massing for the upcoming Operation " Frühlingserwachen " ( Operation " Spring Awakening " ) . Gille ' s corps was too depleted to take part in the assault , instead it provided flank support to assaulting divisions during the beginning of the operation . " Totenkopf " , together with " Wiking " , performed a holding action on the left flank of the offensive , in the area between Velenczesee - Stuhlweissenberg . As " Frühlingserwachen " progressed , the division was heavily engaged , preventing Soviet efforts from outflanking the advancing German forces . As the offensive stalled , the Soviets launched a major attack , the Vienna Offensive , on 16 March . Attacking the border between the " Totenkopf " and the Hungarian 2nd Armoured Division , contact was soon lost between the two formations . Acting quickly , the 6th Army commander , " Generaloberst " Hermann Balck , recommended moving the I SS Panzer Corps north to plug the gap and prevent the encirclement of the " IV SS Panzer " Corps . Despite this quick thinking , a Führer Order authorising this move was slow in coming , and when the divisions finally began moving , it was too late . On 22 March , the Red Army encirclement of the " Totenkopf " and " Wiking " was almost complete . Desperate , Balck threw the veteran 9th " SS Panzer Division " Hohenstaufen " " , into the area to hold open a route which could be used to withdraw - the Berhida Corridor . In the battle to hold it open , the " " Hohenstaufen " " bled itself white , but Gille ' s corps managed to escape . On 24 March , another Soviet attack threw the exhausted IV SS Panzer Corps back towards Vienna , and all contact was lost with the neighbouring I SS Panzer Corps . This destroyed any resemblance of an organised line of defence . The remnants of the " Totenkopf " executed a fighting withdrawal into Czechoslovakia . By early - May , they were within reach of the American forces , to whom the division officially surrendered on 9 May . The Americans promptly handed " Totenkopf " back to the Soviets , and many " Totenkopf " soldiers died in Soviet Gulags . War crimes . The division was involved in several war crimes , most notably a massacre of British soldiers during the Battle of France . Poland . Theodor Eicke , who was the commandant of the Dachau concentration camp , inspector of the camps and murderer of Ernst Röhm , later became the commander of the " 3 SS Totenkopf Division " . With the invasion of Poland , the " Totenkopfverbände " troops were called on to carry out " police and security measures " in rear areas . What these measures involved is demonstrated by the record of " SS Totenkopf Standarte " Brandenburg " " . It arrived in Włocławek on 22 September 1939 and embarked on a four day " Jewish action " that included the burning of synagogues and the execution en - masse of the leaders of the Jewish community . On 29 September the " Standarte " travelled to Bydgoszcz to conduct an " intelligentsia action " . Approximately 800 Polish civilians and what the " Sicherheitsdienst " ( SD ) termed " potential resistance leaders " were killed . The " Totenkopfverbände " was to become one of the elite SS divisions , but from the start they were among the first executors of a policy of systematic extermination . Le Paradis Massacre . The Le Paradis massacre was a war crime committed by members of the 14th Company , " SS Division Totenkopf " , under the command of " Hauptsturmführer " Fritz Knöchlein . It took place on 27 May 1940 , during the Battle of France , at a time when the British Expeditionary Force ( BEF ) was attempting to retreat through the Pas - de - Calais region during the Battle of Dunkirk . Soldiers of the 2nd Battalion , the Royal Norfolk Regiment , had become isolated from their regiment . They occupied and defended a farmhouse against an attack by " Waffen - SS " forces in the village of Le Paradis . After running out of ammunition , the defenders surrendered to the German troops . The Germans led them across the road to a wall , and machine - gunned them . Ninety - seven British troops died . Two survived , with injuries , and hid until they were captured by German forces several days later . After the war , Knöchlein was located , tried and convicted by a war crimes court , the two survivors acted as witnesses against him . For his part in the massacre , Knöchlein was executed in 1949 .