138th Rifle Division (Soviet Union)

The 138th Rifle Division began service as a standard Red Army rifle division, was converted to serve for two years as a mountain rifle division, then back to a rifle division. The division played a leading role in defending the Red Barricades ordnance factory in the Battle of Stalingrad, for which it was raised to Guards status as the 70th Guards Rifle Division. A new 138th was raised a few months later and fought through Ukraine and the Carpathian Mountains of Czechoslovakia from August 1943 to May 1945.

1st Formation
The division was originally based on a regimental cadre (301st Rifle Regiment) from the 48th Rifle Division and began forming in Aug. - Sept. 1939 with the following order of battle: The division was under the command of Col. A.I. Pastarevich.
 * 554th Rifle Regiment
 * 650th Rifle Regiment
 * 768th Rifle Regiment
 * 295th Light Artillery Regiment
 * 198th Antitank Battalion
 * 203rd Signal Battalion
 * 155th Reconnaissance Battalion
 * 179th Sapper Battalion
 * 436th Tank Battalion.

By December the 138th was already engaged in the Soviet-Finnish Winter War. Fighting as a separate rifle division, part of 7th Army on the Karelian Isthmus, the 138th performed better than the stereotypical Red Army formation of that war. When the fighting was over, the division had collectively won the Order of the Red Banner, and three officers were awarded the Gold Star Hero of the Soviet Union.

In April, 1940, the division was converted to a mountain rifle division, and it retained that organization for the next two years; the 554th Rifle Reg't. was renumbered as, or replaced by, the 344th Mountain Rifle Reg't., and the 436th Tank Battalion was disbanded. At the outbreak of war with Germany on June 22, 1941 the 138th was in the 23rd Rifle Corps of Transcaucasian Military District, where it remained for the rest of the year, so it avoided the worst ravages of Operation Barbarossa. But in January, 1942, it was shipped to the Crimea, arriving in the port of Feodosiya.

Battle of Kerch
On Apr. 8 the 138th was officially re-converted to a standard rifle division, as part of 51st Army of Crimean Front. Its mountain rifle regiments became standard rifle regiments and the 292 Mortar Battalion was added. One month later, Erich von Manstein's Eleventh Army began its attack into the peninsula. The 138th escaped relatively intact from the Kerch Naval Base, evacuating to Krasnodar on the night of May 19 – 20.

Battle of Stalingrad
On May 28 the division came under the command of Col. I.I. Ludnikov. In late June the Germans launched Operation Blue, aiming for, among other objectives, Stalingrad. The 138th was railed north to join the forming 4th Tank Army. The division fought along the approaches to the city in this Army, then in the 64th, back to the rebuilding 51st, then in an Operational Group under command of Gen. V. I. Chuikov. In mid-October the 138th came under Chuikov's orders again, now as part of 62nd Army, defending the Red Barricades (Krasnaya Barrakady) ordnance factory. The men and women of the division were pushed back so close to the west bank of the Volga that the divisional artillery had to be evacuated to the east bank, but when the Soviet counteroffensive began the 138th was still holding on, at much reduced strength, and after the German Sixth Army was encircled the division went on the counterattack over the next few months, under command of Don Front. Sixth Army laid down their arms on Feb. 2, 1943, and four days later, while being moved to STAVKA reserves, the 138th Rifle Division became the 70th Guards Rifle Division.

2nd Formation
A new 138th Rifle Division began forming at Kalinin in the Moscow Military District in May, 1943 from the 6th Naval Brigade and the 109th Rifle Brigade, under 52nd Army in the STAVKA reserves. At this point in the war, the Red Army was trying to amalgamate separate rifle brigades into rifle divisions, which were much more efficient on the battlefield.

The division first joined the Voronezh Front during the fighting around Kharkov, then went to 2nd Ukrainian Front reserves, then to 4th Guards Army in that Front, where it served in 21st Guards Rifle Corps until March, 1944. In that month it was transferred to 69th Army in STAVKA reserves, returning to the front a month later in the 95th Rifle Corps, 18th Army, in 1st Ukrainian Front. At around this time the 295th Artillery Reg't. was completely equipped with 76mm guns (32 pieces) and no 122mm howitzers, making it, for all intents, a reinforced heavy antitank regiment. This was probably due to the nature of the fighting in Ukraine, where the Germans had most of their armored forces.

In August the 138th moved to 4th Ukrainian Front reserves in 17th Guards Rifle Corps. This corps operated separately under Front command for several months in the Carpathian Mountains, before being assigned to 18th Army. The division remained under these commands for the duration. It ended the war in eastern Czechoslovakia, with the divisional honorific "Carpathian" (Russian: Карпатская), the Order of the Red Banner and the Order of Suvorov (Russian: Краснознамённая, ордена Суворова). The division was disbanded later in 1945.