General Von Manstein is disposing of more than 200.000 soldiers (with some Romans and few Tatar Autochthons)but they are scattered all over the Crimea's peninsula (the surface of this land is 27 000 km²) in order to fight against the partisans. Indeed some units of the Russian armies beaten in the Kerch's peninsula (On December the 16th, 1941) have organized themselves in guerilla cells and they are harrying the backs and communication roads of the Wehrmacht which is beginning the Sebastopol's siege. Extreme measures (Artillery, ammunitions) are mustered during, both Winter and Spring, in order to take the fortress.

Forcasting the attack of the fortress, Von Manstein has been greatfully provided with siege equipments. First, the eighth aerial fleet (VIIIth Luftflotte) is reserved for his personal use (while it's roughly disputing by the other German generals). Manstein is especially disposing of a rational artillery. More than 1300 pieces of all bores. Many heavy pieces and in particular 190mm batteries, 305 and 350 mm mortars, the 615 mm "Karl" and of course "Dora" which a 800 mm field-gun (also called "Gross Gustav" par the German soldiers). Nevertheless there is no doubt that the most effective one is the famous 88 mm Flak, originally intended for anti-aerial defence. It has made its tokens against armoured vehicles and it can shoot into bunker's embrasures if it's well used.