The Leader And Supreme Commander Of The Armed Forces.

The Leader's Headquarters.   10th October, 1941.   13 copies

Directive No. 37
                The sudden favourable developments of the situation in the eastern theatre, together with reports from Army High Command Norway on the state of the forces there and on the possibilities of further operations in Finland, have led me to issue the following orders:

                1. After the defeat or destruction of the main Russian forces in the principal theatre of operations, there will be no compelling reason to tie down Russian forces in Finland by continued attacks. The strength and offensive power of the available German formations are inadequate, in view of the lateness of the season, to capture Murmansk or the Fisherman's Peninsula or to cut the Murmansk railway in central Finland before the onset of winter.

                The most important task, therefore, is to hold what we have gained, to protect the Petsamo nickel fields from attack by land, air, or sea, and to make all preparations -- beginning while it is still winter -- for the final capture of Murmansk, the Fisherman's Peninsula, and the Murmansk railway next year.

                The timetable will be as follows:

                (a) Army formations to go over to the defensive in favourable, easily defended positions. Winter accommodation to be erected and preparations made for winter warfare.

                (b) Relief and reinforcement of troops.

                (c) In winter, a concentric attack against the Murmansk railway, as follows:

                With Finnish forces from the south towards Bielomorsk-Kern and if possible towards Louhi.

                With German forces from the Verman sector towards Kandalaksha.

                (d) At a favourable moment the capture of the Fisherman's Peninsula, if possible in its entirety, and an attack on Murmansk.

                These. operations must be so timed that it is possible to concentrate all attacking forces at one point.

                2. The next duty of Army High Command Norway will be, while ensuring the defence of all areas which do not call for the employment of large forces, so to distribute forces that those formations which have been heavily engaged for a long time past can rest and be equipped for winter warfare, or, where necessary, be relieved by reinforcements and withdrawn. In this connection:

                (a) 2nd and 3rd Mountain Divisions of the Mountain Corps will be relieved by the reinforced 6th Mountain Division. One Mountain Division will remain in northern Finland, the second will be moved to the Rovaniemi area and south of it. Their transfer home is planned to coincide with the arrival of 5th Mountain Division (about January, 1942).

                After that, a further Mountain Division, newly raised or reorganised, will relieve the Division which remains in northern Finland.

                (b) 163rd Infantry Division will come under command of XXXVI Corps as soon as it is clear that it is not required for a concentric attack on the south shore of Lake Ladoga between the Karelian Army and Army Group North.

                Personnel of 169th and 163rd Infantry Divisions will if possible be relieved in the course of the winter by Divisions from Norway or from home.

                3. All reliefs, including those of the Mountain Divisions, will be carried through so as to ensure that the bulk of heavy weapons, equipment, horses, and draught animals remain on the spot. That is to say, only troops and their personal weapons will be exchanged. This will save time and shipping space.

                4. SS Formations. It is intended to relieve SS 9th Regiment, at present under command of 2nd Mountain Division, by an SS Regiment consisting of Norwegians and Finns and, by reinforcing it with one Austrian SS Regiment, to convert SS Battle Group North into a Mountain Brigade. The execution of this plan will be coordinated by the High Command Of The Armed Forces with the other plans for exchanges of Staffs and units.

                5. As the Finnish High Command intends to undertake a complete reorganisation of the Army on the conclusion of the present operation, the German and Finnish forces in III Finnish Corps will be exchanged for one another (6th Finnish Division against SS Battle Group North). It is then proposed to bring the sector held by III Finnish Corps under the command of Field Marshal Mannerheim.

                Field Marshal Mannerheim will be requested to place at least a few small Finnish formations under command of the German Forces attacking Kandalaksha before the beginning of the new operations.

                6. The Airforce will carry out the following tasks in the Finnish theatre, as far as weather allows:

                (a) It will keep the coasts of northern Norway and Finland under observation to protect our own sea traffic and to attack that of the enemy.

                (b) It will provide air defences, particularly for the Petsamo nickel area, ports at which supplies are unloaded, and naval bases.

                (c) It will reconnoitre the area of future operations and will constantly attack the enemy supply base at Murmansk and movements to it by sea or rail.

                (d) It will make preparations for the employment of stronger forces in support of forthcoming operations.

                7. The task of the Navy will be to attack enemy supplies going by sea to Murmansk and to protect our own traffic in the Arctic Ocean within the limits of its forces.

                To this end light naval forces are to be strengthened as soon as possible and motor torpedo boats to be brought up.

                Kirkenes will be developed as a subsidiary base.

                In order to protect our own coastal traffic it is desirable to bring up further coastal batteries. The Chief Of The High Command Of The Armed Forces will issue the necessary orders. Kirkenes and Petsamo will be reinforced, beyond the establishment already laid down, by one battery each of 21 cm guns. One 28 cm battery will be established at Vardö. After the capture of the Fisherman's Peninsula, an extraheavy battery will be established there.

                8. Cooperation between Army High Command Norway, Navy, and Airforce must be particularly close in the ensuing months in order to counteract any possible operations against our front or against our sea flank. In order to simplify this cooperation, the Navy will appoint a Naval Commander North, and the Airforce, after withdrawing Headquarters 5th Air Fleet to Norway, will appoint an Airforce Commander North.

                9. Operation Orders will be issued by the Chief Of The High Command Of The Armed Forces. Through him there should be submitted to me:

                (a) By Army High Command Norway:

                Timetable for regrouping.

                Plans for reequipment in order that all troops may be capable of operating in the tundra and in the forests of Eastern Karelia.

                Plans for operations and requests for Army troops as reinforcements. Proposals for the exchange of Staffs.

                (b) By the Navy and Airforce: Their detailed plans.

                10. Where Directive 36 is altered by these orders, it becomes invalid.

Adolf Hitler.