Battle of Uman The Battle of Uman ( 15 July – 8 August 1941 ) was the German and allied encirclement of the 6th ( General Lieutenant I . N . Muzyrchenko ) and 12th ( General Major P . G . Ponedelin ) Soviet armies south of the city of Uman during the initial offensive operations of German Army Group South , commanded by " Generalfeldmarshall " Gerd von Rundstedt , as part of Operation Barbarossa on the Eastern Front during World War II . The battles occurred during the Kiev defensive operation between the elements of the Red Army ' s Southwestern Front defending the Southern Bug bridges and the strategic rail road between Odessa and Smolensk , and elements of " Panzergruppe 1 " in Western Ukraine during the latter ' s advance from southern Poland to Crimea . The Soviet forces were under overall command of the Southwestern Direction , commanded by Marshal Semyon Budyonny , which included the Southwestern Front commanded by Colonel General Mikhail Kirponos . The headquarters and many subunits of the 12th Army were able to evade the encirclement due to the inability of the German infantry formations to fully close the cauldron , however both armies were later disbanded , and escaping troops were incorporated into other units . This was among the large Axis encirclements that were executed against the Red Army in the First period of World War II . Prelude . In the initial weeks of Operation Barbarossa , Army Group South had rapidly advanced East , capturing Lviv , Ternopil and Vinnytsia , and destroying four mechanized corps that Kirponos used in a counterattack at the Brody . By 29 June 1941 , the German advance was temporarily halted , but the Soviet forces were exhausted and started to retreat . With the failure of the Soviet armor counter - offensive against the German 1st Panzer - Armee , Army Group South continued to advance East and reached to within a few kilometes of Kiev by mid - July . An attempt was then made by Budyonny to counter - attack from north of Uman in the direction of Berdychiv to prevent " Panzergruppe " 1 from cutting off his lines of communication . However this counterstroke failed to contact significant German armoured forces which passed only some to the east of the Soviet concentration in its continued offensive . The counterstroke however exhausted the ability of Soviet formations to continue withdrawal more rapidly than the advance of the German offensive , and in mid - July German troops cut the rail road at Talnoye and other bridges over the Gorniy Tikich , and soon after the bridges over Sinucha . Orders of battle . Most of the Soviet forces were severely depleted having withdrawn under heavy assaults from the Luftwaffe from the Polish border , and the mechanised units were virtually reduced to a single " Corps " after the Brody counter - offensive , its mechanised infantry now fighting as ordinary rifle troops . The Axis forces were divided into those of " Panzergruppe " 1 that had suffered significant loses in matériel , but retained combat effectiveness , and the large infantry formations of the German and Romanian armies that attempted to advance from the West to meet the armored troops north of Crimea , the initial strategic objective of Army Group South . The battles of encirclement . On 10 July 1941 , Budyonny was given the general command of the troops operating in the Southwestern direction , to coordinate the actions of Southwestern and Southern Fronts . Budyonny had 1 . 5 million troops under his command in two strategic sectors of the front to defend : at Kiev ( 37th and 26th armies ) , and Vinnytsia - Uman . No sooner had he taken up his command than he was advised of the continued Army Group South three - pronged offensives deep into the breach created between the Kiev sector ' s 26th Army and the 6th Army to its south as General Ewald von Kleist ’ s " Panzergruppe " 1 drove a wedge between the two Soviet sectors of the front south of Kiev and north of Vinnytsia , capturing Berdychiv on 15 July and Koziatyn on 16 July . General Karl - Heinrich von Stülpnagel ’ s 17th Field Army advanced to the South of Uman and General Eugen Ritter von Schobert ’ s 11th Field Army advanced northward from the Romanian border . " Stavka " and the Southern Front ' s command staff mistakenly assumed that the Germans were striving to reach the crossing of the Dnieper between Kiev and Cherkasy for a further offensive toward Donbass , and underestimated the danger of encirclement for the 6th and 12th armies . On 28 July , an order was given to the Southwestern and Southern Fronts to stop the Germans from crossing the Dnieper and to retreat only in the Eastern direction . As a result , an opportunity to avoid the danger of encirclement by retreating in the Southeastern direction was lost . The effect of the closing Axis forces was to slowly force the concentration of the two Soviet Armies in an ever reduced area , with the combined HQs of the armies located in the town of Podvisokoye ( Подвысокое ) . On 2 August , the encirclement was closed by the meeting of Panzer Group 1 and advance guard elements of the German 17th Field Army . This encirclement was reinforced the next day by a second joining formed when the German 16th Panzer Division met with the Hungarian Mechanized Corps ( " Gyorshadtest " ) . By 8 August , the Soviet resistance had generally stopped . Remnants of 20 divisions from the 6th Army and the 12th Army were trapped . German sources after the war reported about 103 , 000 troops were taken prisoner . Included among officers taken prisoner were commanders of both the 6th and 12th armies , four corps commanders , and 11 division commanders . After the encirclement . As the pocket was eliminated , the tanks of " Panzergruppe " 1 turned north , and attacked toward Kiev on the orders to assist " Panzergruppe " 2 in closing another encirclement around that city . The Crimean objective was for a time left to the field armies ; the first of many times when Hitler would change his mind about strategic objectives of the Army Groups . The " Stavka " used the respite offered by the German refocusing of " Panzergruppe " 1 to re - establish its front using the 9th Coastal Army ( independent ) and either reforming the destroyed armies , or bringing into line reserve 37th and 56th armies from the interior military districts , with the 38th Army eventually left to hold an over - stretched Kharkov sector of the Front .