During the second half of 1943, after the failure at Kursk, Germany's Army Group South fell back from Russia under repeated hammer blows from the Red Army. Under Erich von Manstein, however, the Germans were able to avoid serious defeats, while at the same time fending off Hitler's insane orders to hold on to useless territory.

Then, in January 1944, a disaster happened. Six divisions of Army Group South became surrounded after sudden attacks by the first and second Ukrainian Fronts under command of generals Nikolai Vatutin and Ivan Konev around the village of Korsun (near the larger town of Cherkassy on the Dnieper). The Germans' greatest fear was the prospect of another Stalingrad, the catastrophe that had occurred precisely one year before.

This time, though, Manstein was in control from the start, and he immediately rearranged his Army Group to rescue his trapped divisions. A major panzer drive got underway, led by General der Panzertruppen Hans Hube, a survivor from Stalingrad pocket, which promptly ran up against several soviet tank armies. Leading the break-in was Franz Baeke with his Tiger and Panther-tanks. Due to both weather and ferocious resistance, the German drive stalled. Ju-52s still flew into Korsun's airfield, delivering supplies and taking out wounded, but it soon became apparent that only one option remained for the beleaguered defenders: breakout.

Without consulting Hitler, on the night of February 16, Manstein ordered the breakout to begin. Led by the strongest formation within the pocket, SS Wiking, the trapped forces surged out and soon rejoined the surrounding panzer divisions who had been fully engaged in weakening the ring.