The Fuehrer has issued the following order for the prosecution of operations in the East, supplementary to Directive 34:

1. Southeastern Front:

Through the battle of annihilation at Uman, Army Group South has won definite superiority over the enemy and freedom to undertake extensive operations on the further side of the Dnieper. As soon as it has gained a firm foothold east of the river, and has ensured the safety of its communications in the rear, it will possess the necessary strength, with corresponding action by allied forces and the cooperation of the Rumanian Army, to achieve with its own forces the far-reaching objectives which lie ahead of it.

Its next task is:

(a) To prevent the establishment by the enemy of a planned defensive front behind the Dnieper.

For this purpose the largest possible portion of enemy forces still west of the Dnieper must be destroyed, and bridgeheads across the Dnieper won as soon as possible.

(b) To occupy the Crimean peninsula, which is particularly dangerous as an enemy air base against the Romanian oilfields.

(c) To occupy the Donets area and the industrial area of Kharkov.

The battle for the Crimean peninsula may require mountain troops. The possibility of their use later, across the Kerch straits, in the direction of Batum, will be considered.

The attack on the city of Kiev itself will be halted. It is proposed to destroy the city by incendiary bombs and gunfire as soon as the supply position allows.

This entails a large number of tasks for the Luftwaffe. These cannot be carried out simultaneously, but must be accomplished one after another through the largest possible concentration of forces. Such concentrations will be achieved by the addition of dive-bomber units, first in the battles between Kanev and Boguslav, and then for the purpose of securing a bridgehead over the Dnieper.

2. Central Part of the Eastern Front:

The most important task here is to eliminate the enemy flanking positions, projecting deeply to the west, with which he is holding down large forces of infantry on both flanks of Army Group Center. For this purpose close cooperation in timing and direction on the southern flank, between the adjoining flanks of Army Group South and Army Group Center, is particularly important. The Russian 5th Army must be deprived of any further power to operate by cutting the roads to Ovruch and Mozyr by which it obtains supplies and reinforcements, and then finally annihilated.

On the northern flank the enemy must be defeated as soon as possible by the employment of mobile forces west of Toropets. The left flank of Army Group Center will then be moved as far northwards as is necessary to relieve Army Group North of anxiety about its right flank and to enable it to transfer infantry divisions to take part in the attack on Leningrad.

Apart from this, efforts will be made beforehand to move some one division (102nd Division) to Army Group North in reserve.

Only after these threats to our flanks have been entirely overcome and armored formations have been rehabilitated will it be possible to continue the offensive, on a wide front and with echeloning of both flanks, against the strong enemy forces which have been concentrated for the defense of Moscow. The object of operations must then be to deprive the enemy, before the coming of winter, of his government, armament, and traffic center around Moscow, and thus prevent the rebuilding of his defeated forces and the orderly working of government control.

Before the beginning of this attack on Moscow operations against Leningrad must be concluded, and the aircraft from 2nd Air Fleet which are at present attached to 1st Air Fleet must again be available to 2nd Air Fleet.

3. Northeastern Front:

The attack which is now in progress should result in the encirclement of Leningrad and a junction with the Finnish forces.

With regard to cooperation by the Luftwaffe, it should be a principle, as far as the position of our own airfields allows, always, if possible, to concentrate on a single point, in order to secure the utmost effect.

As soon as the situation allows, enemy air and naval bases on Dago and Osel will be eliminated by a combined operation by Army, Navy, and Luftwaffe.

It is urgently necessary that enemy airfields from which attacks on Berlin are evidently being made should be destroyed.

The Army is responsible for the coordinated planning of operations.

The Chief of the High Command of the Armed Forces.

Signed: KEITEL

Source: Blitzkrieg to Defeat: Hitler's Wartime Directives 1939-1945, H.R. Trevor-Roper, ed., (New York: Holt, Rinehart and Winston, 1964) pp. 93-95.

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Revised: January 25, 1999