The SS Division Totenkopf was formed in October 1939. The Totenkopf was initially formed from concentration camp guards of the 1st, 2nd and 3rd Standarten (regiments) of the SS-Totenkopfverbände and men from the SS-Heimwehr Danzig. Before reaching a division status, this elit unit was known as Kampfgruppe Eicke, for it was under the command of SS-Obergruppenführer Theodor Eicke. The division had officers from the SS-Verfügungstruppe (SS-VT), of whom many had seen action in Poland.

Equipped with ex-Czech weapons, the Waffen SS Division Totenkopf was first held in reserve during the first phase of the Battle of France and the Low Countries. But on May 16, 1940, they were sent to the Front in Belgium. The Totenkopf men were audacious soldiers who fought with boldness and resolution. Totenkopf saw action several times during the French campaign. To the north-east of Cambrai the division took 16,000 French prisoners as they pushed back the Anglo-French forces who ran into panic when confronted with these fanatical and ferocious German Waffen-SS troops.

During Operation Barbarossa, which began on June 22, 1942, the Waffen SS Division Totenkopf joined Field Marshal Wilhelm Ritter von Leeb’s Army Group North, which had the mission of advancing on Leningrad and forming the northern wing of the front line. The Waffen SS Totenkopf fought in Lithuania and Latvia, and, by July 1941, had punched a hole in the vaunted Stalin Line. The division then advanced by Demjansk to Leningrad where it was involved in heavy fighting from July 31 to August 25.

In December 1941, the Soviets launched a counter-offensive against the German lines in the Northern sector of the Front. During one of these operations, the Waffen SS Totenkopf Division was encircled for several months near Demjansk, which came to be known as the Demjansk Pocket. The division was involved in ferocious fighting to hold the pocket. SS-Hauptsturmführer Erwin Meierdress of the Sturmgeschütze-Batterie (Assault Gun) Totenkopf formed a Kampfgruppe of about 120 men and held the strategic town of Bjakowo despite repeated determined enemy attempts to capture the town. During the fighting, Meierdress personally destroyed several enemy tanks in his armored fighting vehicle. Finally, in April 1942, the division broke out of the pocket and reached the German lines.

As the Waffen SS Totenkopf unit had suffered heavy losses at Demjansk, the Division were pulled out of action in late October, 1942 and sent to France to be refitted. In France, the SS Totenkopf Division was supplied with a Panzer regiment and redesignated 3rd SS-Panzergrenadier-Division Totenkopf. Then, the Division participated in Case Anton, which was the takeover of Vichy France in November 1942.

In Early February 1943 Totenkopf was transferred back to the Eastern Front as part of Erich von Manstein’s Army Group South. The division, as a part of SS-Obergruppenführer Paul Hausser’s SS-Panzerkorps, took part in the Third Battle of Kharkov, blunting the Soviet General Konev’s offensive. During this campaign, Theodor Eicke was killed when his Fieseler Storch spotter aircraft was shot down while on final approach to a front line unit. The division mounted an assault to secure the crash site and recover their commander’s body, and thereafter Eicke’s body was buried with full military honours. Hermann Priess succeeded Eicke as commander.

SS-Panzerkorps, including Totenkopf, was then shifted north to take part in Operation Citadel, the great offensive to reduce the Kursk salient. It was during this period that The 3.SS-Panzerregiment received a company of Tiger I heavy tanks. (9./SS-Panzerregiment 3). The attack was launched on 5 July 1943, after a massive Soviet artillery barrage fell on the German assembly areas. The SS-Panzerkorps was to attack the southern flank of the salient as the spearhead for Generaloberst Hermann Hoth’s 4.Panzer-Armee. The Totenkopf covered the advance on the SS-Panzerkops left flank, with the Leibstandarte forming the spearhead.

SS-Panzer-Regiment 3 advanced in a panzerkeil across the hot and dusty steppe. Despite encountering stiff Soviet resistance and several pakfronts, the Totenkopf’s panzers continued the advance. Hausser ordered his SS-Panzerkorps to split in two, with the Totenkopf crossing the Psel river northwards and then continuing on towards the town of Prokhorovka. After fierce fighting the SS-Panzerkorps had halted the Soviet counteroffensive and inflicted heavy casualties, but it had exhausted itself in the process and was no longer capable of offensive action. The commander, Erich von Manstein, wanted to commit his reserve, the XXIV.Panzerkorps, but Hitler refused to authorize this. On 14 July, Hitler called off the operation.

From October to December 1943, 3rd SS Panzer-Division Totenkopf held the Kremenchug bridgehead for several months, but the Soviets finally broke out, suffering heavy losses. Outnumbered, the Totenkopf and the other axis divisions involved fell back towards the Romanian border. Then the Totenkopf was engaged in fierce fighting against Soviet attacks over the vital town of Krivoi Rog to the west of the Dniepr.