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By October, First Panzer Army had concentrated what was left of its fighting strength along the Terek. Col. Gen. Eberhard von Mackensen’s III Panzer Corps was on the right, LII Corps in the center, and XXXX Panzer Corps on the left, at Mozdok. On October 25, Mackensen’s corps staged the last great set-piece assault of the Caucasus campaign, aiming for an envelopment of the Soviet Thirty-seventh Army near Nalchik. Mackensen had the Romanian 2nd Mountain Division on his right, and much of his corps’ muscle (13th and 23rd Panzer Divisions) on his left. The Romanians would lead off and punch a hole in the Soviet defenses, fixing the Thirty-seventh Army’s attention to its front. The next day, two panzer divisions would blast into the Soviet right, encircling the defenders and ripping open a hole in the front. Once that was done, the entire corps would wheel to the left (east), heading toward Ordzhonikidze.

It went off like clockwork. The Romanians opened the attack on October 25th, along with a German battalion (the 1st of the 99th Alpenjäger Regiment). Together they smashed into Soviet forces along the Baksan River and penetrated the front of the Thirty-seventh Army, driving toward Nalchik across three swiftly flowing rivers, the Baksan, Chegem, and Urvan.
Ju 87 Stukas supported the attack, achieving one of the war’s great victories by destroying the Thirty-seventh Army’s headquarters near Nalchik, a blow that left the Soviet army leaderless in the first few crucial hours of the attack.

The next evening, the two panzer divisions attacked by moonlight, crossing the Terek and achieving complete surprise. Soon they had blocked the roads out of Nalchik, and the Wehrmacht had achieved one of its few Kesselschlachts in the entire Caucasus campaign. Some survivors of the Thirty-seventh Army limped back toward Ordzhonikidze; others apparently threw off discipline and fled to the mountains directly to the south.

Now the Panzer divisions wheeled left, heading due east, with the mountains forming a wall directly on their right. With 23rd Panzer on the right and 13th on the left, it was an operational spearhead reminiscent of the glory days of 1941. On October 27 and 28, the panzers crossed one river after the other, the Lesken, the Urukh, the Chikola, with the Soviets either unwilling or unable to form a cohesive defense in front of them. By October 29, they had reached the Ardon River, at the head of the Ossetian Military Road; on November 1, the 23rd Panzer Division took Alagir, closing the Ossetian road and offering the Wehrmacht the possibility of access to the southwestern Caucasus through Kutais to Batum. At the same time, the 13th Panzer Division was driving toward the corps’ main objectives: Ordzhonikidze and the Georgian Military Road.

Kleist now ordered the division to take the city on the run. That evening, 13th Panzer’s advance guard was less than ten miles from Ordzhonikidze. It had been through some tough fighting, and just the day before, its commander (Lt. Gen. Traugott Herr) had suffered a severe head wound. Under a new commander, Lt. Gen. Helmut von der Chevallerie, it ground forward over the next week against increasingly stiff Soviet opposition; indeed, so heavy was Soviet fire that the new general had to use a tank to reach his new command post.

On November 2, 13th Panzer took Gizel, just five miles away from Ordzhonikidze. The defenders, elements of the Thirty-seventh Army, heavily reinforced with a Guards rifle corps, two tank brigades, and five antitank regiments, knew what was at stake here and were stalwart in the defense. Mackensen rode his panzer divisions like a jockey, first deploying the 23rd Panzer Division on the right of the 13th, then shifting it to the left, constantly looking for an opening. Closer and closer to Ordzhonikidze they came. There was severe resistance every step of the way, with the 13th Panzer Division’s supply roads under direct fire from Soviet artillery positions in the mountains, heavy losses in the rear as well as the front.

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