taken immediately. Over a month later, during the capture of Kiev, Generaloberst Erich von Manstein was given command of the German 11th Army on 17 September. After only a week in command, he launched an assault upon Crimea. After severe fighting, Manstein's forces defeated several Soviet counteroffensives and destroyed two Soviet armies. By 16 November, the Wehrmacht had cleared the region, capturing its capital Simferopol, on 1 November. The fall of Kerch on 16 November left only Sevastopol in Soviet hands. By the end of October 1941, Major-General Ivan Yefimovich Petrov's Independent Coastal Army, numbering 32,000 men, had arrived at Sevastopol by sea from Odessa further west, it having been evacuated after heavy fighting. Petrov set about fortifying the inland approaches to Sevastopol. He aimed to halt the Axis drive on the port by creating three defence lines inland, the outermost arc being 16 km (10 mi) from the port itself. Soviet forces, including the Soviet 51st Army and elements of the Black Sea Fleet, were defeated in the Crimea in October and were evacuated in December, leaving Petrov's force as Sevastopol's main defence force. Having cleared the rest of the Crimea between 26 September – 16 November, the Romanian 3rd Army and German 11th Army prepared for an attack on the port. The German 11th Army was the weakest on the entire front, initially containing only seven infantry divisions. The Romanians contributed a large force, but were only lightly equipped and generally lacked heavy artillery. The weather turned against the Axis in mid-October and torrential downpours delayed the buildup. This gave Vice Admiral Filipp Oktyabrsky, commander of the Black Sea Fleet, time to bring in men and materiel from Novorossiysk. By 17 December, the weather had cleared sufficiently for the Axis to begin a major operation. Forces involved Axis The German 11th Army, commanded by Erich von Manstein, besieged Sevastopol. At the time of the final assault in June 1942, 11th Army consisted of nine German infantry divisions in two Corps, and one Romanian Corps, being the Romanian 7th Mountain Corps. Significant support was given by the Luftwaffe. The Oberkommando der Luftwaffe dispatched Luftflotte 4 (Air Fleet 4) 8th Air Corps for support. It consisted of nine Geschwader (Wings) containing 600 aircraft, all coming under the command of Generaloberst (General Colonel) Wolfram Freiherr von Richthofen. Among this contingent was a powerful concentration of medium bomber, dive bomber, and torpedo