Germany completes the first of six planned "Reich-class" super-battleships. The Graf Zeppelin, the first of four planned German aircraft carriers, is also nearing completion. The British, alarmed by the German progress in building up their navy as per "plan Z", have begun construction of several new "Lion" class super-battleships. Also, Germany has built nearly 150 submarines, 50% of the number planned.

In OTL the Germans had planned to build 6 "H-class" super-battleships. They never named the class. In this ATL the Germans name the class "Reich", thus the "Reich-class". The "super" battleships were designed in OTL but never actually built because the war started earlier than expected. To envision the German Reich-class super-battleship imaginea larger version of the Bismarck with superior diesel machinery. For the British Lion class super-battleship imagine a larger version of Britain's WW2 "fast battleships", with heavier guns. Both the Germans and British are still focused primarily on "capital ships" rather than carriers, though both are building some 30's era carrier designs. In this ATL "plan Z" is approved in 1938 instead of 1939 so the German naval buildup is a full year ahead of OTL, and won't be entirely complete until at least 1945.

German and minor axis forces have begun massing west of Kharkov and Kursk in preparation for a large new offensive to be opened in April. German forces are also building up west of Minsk.

The Red Army has begun to mass around Orel for a large counter offensive into the Ukraine designed to capture Kiev and shatter the fascist Ukrainian state. The date for the beginning of this operation is set for April 5th. The date for the German attack towards Kharkov and Kursk is set for April 8th.

The Soviet Union unleashes its carefully prepared spring counter offensive with 800,000 soldiers and 3000 tanks striking southwest from Orel towards Kiev and the Dnieper river. The Ukrainian divisions holding the front inthe area give ground steadily but maintain relatively good order and hold against the tide in many locations. By the end of the day the Soviets have progressed 20km but many pockets of Ukrainian resistance remain. Field Marshall Manstein, in command of the planned German attack towards Kharkov, senses an opportunity. Rather than heading directly for Kharkov as the original plan had called for, he will swing wide to the east and then north in hopes of attacking Orel from the east. Manstein believes he has a chance to envelop Kharkov, Kursk, and Orel in one bold stroke.

Soviet forces have advanced to within 100km of Kiev but Luftwaffe controlof the skies has left the Soviet armored columns in constant danger of death from above and pockets of fanatic Ukrainian defenders continue to hold critical supply choke points. The Soviet advance is bogging down.

German and minor axis forces launch their offensive towards Kharkov and Kursk. Manstein's third panzer army tears east across the Donets river and by the end of the day is north of Kharkov and heading in the direction of Kursk.

Axis forces on the northern side of the new offensive are advancing slowly, but steadily, towards Kursk. Manstein's southern force, however, is making astounding gains. The Soviets, expecting attacks into Kursk and Kharkov, have been totally taken off guard by Manstein's bold sweep to the east and north. Third panzer army has another surprise in store for the Soviets.

Third panzer army is now due east of Kursk and still driving north to the shock of Soviet commanders. Manstein's goal is now clear : The capture of Orel and the envelopment of 700,000 Soviet soldiers from Kharkov to Orel. With his supply situation becoming dangerously over extended Manstein realizes he must strike Orel hard and soon, before his reserves of fuel and ammunition run dry.

The Soviet advance towards Kiev has been stopped dead 50km from the city. With third panzer army now approaching Orel the Soviets are forced to begin withdrawing back to the east.

Third panzer army reaches the outskirts of Orel and begins clashing with stubborn Soviet defenders.

After three days of heavy city fighting Orel falls to German forces. Several hundred thousand Soviet soldiers have been able to escape to the north but hundreds of thousands more are left behind in the Kharkov pocket. The Germans halt their advance at Orel in order to secure their supply situation.

German forces launch an attack towards Minsk involving 500,000 men and over 2000 panzers. Soviet resistance is fierce and well organized limiting the Germans to gains measuring only several kilometers in the first day.

After four days of heavy and sustained fighting the German advance towards Minsk has gained only 11km of territory. German losses are heavy.

Kharkov and Kursk are isolated from each other becoming two separate pockets. Both are under constant artillery and air bombardment.

Kharkov and Kursk both surrender within an hour of each other. Hitler calls off the offensive towards Minsk citing unacceptably heavy losses  forlittle gain.

In a report to Moscow the Soviet commander of the Red Army's far eastern sector notes an apparent buildup of Japanese strength in Manchuria. Stalin and his advisors dismiss the report as signs that the Japanese are preparing a new offensive against China. Surely Japan's ill-equipped army wouldn't dare to challenge the Red Army.

On the Eastern Front the Soviet position has grown extremely precarious. The line runs from Lake Peipus in the north and from there to Minsk. From Minsk the front extends east and south to a point just north or Orel and Bryansk. The front then continues from Orel and winds its way south to the east of Kharkov and south into the Crimean peninsula. The Soviets still hold most of Scandinavia, the Volga, the Caucasus, Leningrad, Stalingrad, Minsk, Moscow. and the vast Siberian territory and the far east. Stalin remainsin high spirits in spite of everything. The Soviet motherland has suffered greatly but the Germans are bleeding their great armies dry. If he can hold on until 1942 Stalin knows that the trans-Ural factories will be coming up to full production capacity. He and the Soviet people must have patience...

In Berlin Hitler and the German general staff are very anxious. They know that their victory at Orel was a gift delivered into their hands. They also know that the failure to take Minsk demonstrated that the Soviets still have a lot of fight left in them. Hitler wants a summer hammerstrike to crush the Soviets once and for all, but the General staff wants a more limited operation to take Minsk and consolidate positions around Orel. The war, now nearly three years old, has killed a lot of German soldiers. After days of argument and counter-argument in Hitler's East Prussian command center, Hitler reluctantly concedes that a more limited operation would be the best choice, at least for this year. Plans for a complex operation to take Minsk in the summer are now under design.

In Tokyo admiral Yamamoto has gotten his way. A powerful strike is to be launched against the Soviet Pacific fleet in its port at Vladivostok. Yamamoto has studied successful German and Italian naval air raids and has learned much from them. This strike, in combination with amphibious landings, will prepare the way for an overland attack from Manchuria into the Soviet far east.

The Soviet Union is about to find itself involved in a two front war. Turkey, still maintaining its neutrality, is looking greedily at the Soviet Baku oilfields...

To Be Continued...