On 21 October, as the Russians pushed toward Krivoi Rog, von Mackensen had to give up his plan to counterattack with the divisions from Eighth Army--the 11th Panzer and SS Totenkopf--and had to put them in the line separately to do what they could toward braking the Russian momentum. He informed Manstein that the Russians, if they wanted to, could also turn east into the Dneipr Bend and strike in the rear of the army's line on the river. He proposed giving up the eastern half of the river bend and drawing back to a line anchored on the river and the left flank of Army Group A near Nikopol. Manstein agreed, but, after relaying the proposal to the OKH, called at midnight and said that Hitler insisted on keeping the Dneipr front where it was.
Two days later Eighth Guards Army battered its way out of a small bridgehead around Voyskovoye in the Third Ukrainian Front sector halfway between Dnepropetrovsk and Zaporozhye. At the same time Forty-sixth Army bore down from the north. Von Mackensen then barely had time to get his troops out of Dnepropetrovsk and away from the river on what was left of his front upstream. The alarm had finally gone through, but would the firemen come in time to save the building? On 24 October Manstein transferred XXXX Panzer Corps to Eighth Army on the northern flank of Konev's thrust toward Krivoi Rog. He ordered the corps to counterattack southeast across the Russian spearhead, using the 14th and 24th Panzer Divisions and the SS Totenkopf Division. The other three divisions being furnished by the OKW were still on the way. While XXXX Panzer Corps deployed, Konev's lead elements, on 25 October, entered the outskirts of Krivoi Rog. Starting a day early because of the threats to that city, XXXX Panzer Corps attacked on 27 October and in three days destroyed the better part of two mechanized corps and nine rifle divisions and forced Konev's armor out the city and back about twenty miles.
Having accomplished that much, Manstein wanted to shift XXXX Panzer Corps and two of its divisions to the Sixth Army bridgehead below Nikopol for the attack into the Nogay Steppe. On 2 November von Mackensen protested that he had thought the objectives were to hold Krivoi Rog and Nikopol. If XXXX Panzer Corps were transferred, he was convinced the Russians would start up again, take Krivoi Rog, and sooner or later take Nikopol as well. Manstein answered that if contact with the Crimea could not be reestablished the whole line of the lower Dnepr would have to be held and there were not enough troops for that.
Two days later Manstein changed his mind. He told the OKH that his plan had been based on an assumption that Sixth Army would keep strong forces forward of the Dnepr. As it was, he had no confidence in a XXXX Panzer Corps counterattack and proposed instead that two divisions of the corps be held as a ready reserve for the Nikopol bridgehead and the Krivoi Rog.20 Before another twenty-four hours passed, Manstein's attention was completely diverted to the army group left flank, where another storm was breaking.
For a month Fourth Panzer Army had kept an uneasy balance along its front on both sides of Kiev. On its flanks the Russians held two large bridgeheads, around the mouth of the Pripyat and below Kiev at Bukrin. In the first week of October they had taken two smaller bridgeheads, one at Lutezh, twelve miles north of Kiev, and the other around Yasnogorodka, twenty-five miles north of the city.
The Stavka had first instructed Vatutin to take Kiev by a wide sweep west and north out of the Bukrin bridgehead. From 12 to 15 and from 21 to 23 October three armies had tried to break out of the bridgehead. Because the Russians lacked the bridging material to get the heavy artillery across, and because the fields of observation on that stretch of the river were too limited to permit accurate fire from the left bank, the attempts failed.21 In the meantime the two bridgeheads north of Kiev had been expanded, the one at Lutezh having been extended south to within easy artillery range of Kiev. After the second attempt to break out at Bukrin failed, the Stavka [on October 24] had ordered Vatutin to move Third Guards Tank Army and the artillery north to the Lutezh bridgehead and try from there...