The 165th Rifle Division was originally formed as an infantry division of the Red Army in the North Caucasus Military District in July 1940, based on the shtat (table of organization and equipment) of September 13, 1939. It was still in that District at the time of the German invasion, and it was soon moved to the vicinity of Kyiv as part of Southwestern Front. It would remain defending south of the Ukrainian capital into September, eventually as part of 37th Army, when it was deeply encircled and destroyed.
A new 165th was created in January 1942 in the Ural Military District based on a 400-series division that began forming the previous month. After forming up until April it was sent west by rail where it was assigned to Leningrad Front. In early June, as part of 59th Army, it took part in attacks to re-establish ground communications with the encircled 2nd Shock Army, but suffered heavy losses without gaining any meaningful success. It was then withdrawn to second echelon, now in 52nd Army of Volkhov Front, where it remained until February 1943. when it was thrown into another abortive operation south of Leningrad, again suffering heavy casualties. During late July and early August, as part of 8th Army of the same Front, it took part in the Fifth Sinyavino Offensive, which attempted to cut off the forces of German 18th Army north of Mga, but this bloody affair did little but add to the massive casualties on both sides. In September the 165th left the fighting front and entered the Reserve of the Supreme High Command for rebuilding, and began moving west. In mid-October it arrived in 2nd Baltic Front near Nevel, where it was first assigned to 3rd Shock Army and then to 6th Guards Army in the fighting that went on into the winter both inside and outside the salient that had formed there. During February 1944 the division returned to the Reserve of the Supreme High Command for another move to the south and west, ending up in the 47th Army near Kovel, which soon became part of 1st Belorussian Front. In the second phase of the summer offensive against Army Group Center in July the 165th distinguished itself and was awarded the Order of the Red Banner as well as an honorific for its role in the capture of Siedlce. Prior to the 1945 winter offensive into Poland it was transferred to 70th Army, which was soon shifted to 2nd Belorussian Front, and the division remained under these commands for the duration. As it advanced it helped to break the German defenses north of Warsaw and was later awarded the Order of Kutuzov, 2nd Degree. As the campaign continued into East Pomerania in March the 165th played a large role in the capture of Gdynia and several of its subunits were given battle honors or decorations. Soon after it regrouped with its Front west to the lower reaches of the Oder River for the final advance into central Germany in late April. The division ended the war on the coast of the Baltic Sea, and in June several of its subunits were decorated for the capture of Stettin and several nearby towns. By this time orders had come to disband it in place, which was carried out in July.
1st Formation The division first began forming on July 8, 1940, at Ordzhonikidze in the North Caucasus Military District. Its order of battle on June 22, 1941, was as follows: 562nd Rifle Regiment 641st Rifle Regiment 751st Rifle Regiment 608th Artillery RegimentCharles C. Sharp, "Red Legions", Soviet Rifle Divisions Formed Before June 1941, Soviet Order of Battle World War II, Vol. VIII, Nafziger, 1996, p. 81 199th Antitank Battalion 451st Antiaircraft Battalion 199th Reconnaissance Battalion 206th Sapper Battalion 305th Signal Battalion 164th Medical/Sanitation Battalion 153rd Chemical Defense (Anti-gas) Platoon 199th Motor Transport Battalion 155th Field Postal Station 41st Field Office of the State Bank Col. Ivan Vasilevich Zakharevich took command of the division on July 16, where he would remain for the duration of the 1st formation. At the start of the German invasion it was part of 64th Rifle Corps, with the 175th Rifle Division.Combat Composition of the Soviet Army, 1941, p. 12 After a brief period to complete its mobilization it began moving by rail, with its Corps, toward the front in early July, concentrating at Rudnevka by July 12.Sharp, "Red Legions", p. 82 64th Corps was now in the reserves of Southwestern Front.Combat Composition of the Soviet Army, 1941, p. 24
Defense of Kyiv The 13th and 14th Panzer Divisions reached the Irpin River west of Kyiv on July 11 after breaking through Southwestern Front near Zhytomyr. The German command was divided on plans to directly attack Kyiv to seize its crossings over the Dniepr River, but by July 13 German reconnaissance made it clear that Soviet fortifications and troop concentrations ruled out any possibility of taking the city by surprise. Kyiv would remain in Soviet hands for more than two further months. At about the same time the 64th Corps moved into positions along the Irpin, with the 175th west and southwest of Boiarka, and the 165th further southwest.David Stahel, Kiev 1941, Cambridge University Press, Cambridge, UK, 2012, pp. 77-80 In Order No. 034/op of August 1 the commander of the Southwestern Direction, Marshal S. M. Budyonny, wrote:
During late July and into early August the XXIX Army Corps of German 6th Army made numerous attempts to capture Kyiv, but all of these were foiled. As German forces advanced on Boiarka 64th Corps was split apart, with the 165th pushed across the Dniepr and the 175th falling back by August 11 into the Kiev Fortified Region, defending the city's southwestern sector.Stahel, Kiev 1941, pp. 81, 84-85 As of the beginning of the month the Corps was being disbanded and the 165th came under direct command of Southwestern Front. Later in August it was subordinated to the new 37th Army,Combat Composition of the Soviet Army, 1941, pp. 33, 43 which was tasked with continuing the defense of Kyiv. Meanwhile, the 2nd Panzer Group and 2nd Army of Army Group Center began their drives southward. By September 10 the remnants of 5th and 37th Armies were grouped north of Kozelets but on September 16 the 2nd Panzer linked up with the 1st Panzer Group of Army Group South well to the east and the Army was deeply encircled.Stahel, Kiev 1941, pp. 210, 228-29 As of September 15 the 165th had been effectively destroyed, but in common with most of the encircled divisions of Southwestern Front it officially remained on the books until December 27, when it was finally written off.
2nd Formation The 436th Rifle Division began forming in December 1941 until January 23, 1942 at Kurgan in the Ural Military District. On the latter date it was redesignated as the new 165th Rifle Division.Walter S. Dunn Jr., Stalin's Keys to Victory, Stackpole Books, Mechanicsburg, PA, 2007, p. 99 Its order of battle was very similar to that of the 1st formation: 562nd Rifle Regiment 641st Rifle Regiment 751st Rifle Regiment 608th Artillery RegimentSharp, "Red Swarm", Soviet Rifle Divisions Formed From 1942 to 1945, Soviet Order of Battle World War II, Vol. X, Nafziger, 1996, p. 66 199th Antitank Battalion 199th Reconnaissance Company 202nd Sapper Battalion 305th Signal Battalion (later 305th Signal Company) 164th Medical/Sanitation Battalion 533rd Chemical Defense (Anti-gas) Platoon 199th Motor Transport Company 149th Field Bakery 914th Divisional Veterinary Hospital 1670th Field Postal Station 1091st Field Office of the State Bank Col. Pavel Ivanovich Solenov was appointed to command on the date of redesignation. The division remained forming and training in the Ural District into April, when it began moving west by rail, joining the 6th Guards Rifle Corps in Leningrad Front by the beginning of May.Combat Composition of the Soviet Army, 1942, pp. 76, 81 When it left the Urals the 165th was at full strength with over 12,000 officers and enlisted personnel allotted.Sharp, "Red Swarm", p. 66 It joined the active army on May 7.
Battle of Lyuban
By late April the Red Army's winter counteroffensive had wound down to a halt from sheer exhaustion without many of the STAVKA's objectives being attained. One of these was breaking the siege of Leningrad. 2nd Shock and 54th Armies attempted to break through to the city from the south and east beginning in early January but 2nd Shock had become immobilized in a deep salient without reaching the initial objective of Lyuban. By May it was necessary to rescue the Army from its predicament in the forests and thawing swamps. It had been encircled in late March, but soon partially relieved when a narrow corridor was forced through the German lines near Miasnoi Bor. This route became practically useless when it was flooded by the spring rains.David M. Glantz, The Battle for Leningrad 1941 - 1944, University Press of Kansas, Lawrence, KS, 2002, pp. 177-78, 182, 189-91
On April 30 the commander of the recently designated Volkhov Group of Forces, Lt. Gen. M. S. Khozin, ordered the commander of 2nd Shock, Lt. Gen. A. A. Vlasov, to take up an all-round defense. Meanwhile, Khozin began planning for a new operation to enlarge the corridor between Miasnoi Bor and Spasskaya Polist, which was submitted to the STAVKA on May 2. To this end the 6th Guards Corps was to be reinforced with the 4th and 24th Guards Rifle Divisions plus the 24th and 58th Rifle Brigades, all of which required refitting, which was to be completed by mid-May. The Corps was then to widen the corridor, reinforce 2nd Shock, and join in a combined attack with 59th Army to encircle and eliminate the German forces in the Chudovo area. On May 12 Khozin reported that German reinforcements were arriving at Spasskaya Polist and north of Lyubtsy, which seemed to indicate another effort would be made to cut 2nd Shock's communications. He now directed Vlasov to prepare for a breakout operation by stages.Glantz, The Battle for Leningrad 1941 - 1944, pp. 191-96