The 140th Rifle Division was first formed as an infantry division of the Red Army in August 1939 in the Kiev Military District, based on the shtat (table of organization and equipment) of September 13. The 140th might be regarded as the unluckiest division in the Army, as it, uniquely, had to be completely, or almost completely, re-formed three times between 1941 and 1943. In June 1941 the first formation was assigned to 6th Army in Southwestern Front and later Southern Front and was destroyed in the Uman pocket in early August during Operation Barbarossa, after fighting back nearly from the frontier.
A new 140th was created in late September by the redesignation of the 13th Moscow Militia (Opolcheniye) Division that had been formed in early July. Just after the start of Operation Typhoon in early October it was moved from Reserve Front to take up already compromised positions on the upper reaches of the Dniepr River, and while it fought valiantly over the following days it was soon encircled near Vyazma and only individuals and small groups were able to escape to friendly territory.
A third 140th began forming in the Moscow Military District in late December, just days after the 2nd formation was written off. This process took several months before it began moving south by rail to join 24th Army in Southern Front in May 1942, and then 9th Army in Southwestern Front. It arrived just as the German summer offensive was kicking off. 9th Army had been badly beaten up in fighting near Izium in May and June and, even with fresh reinforcements stood little chance against a full-blown panzer offensive on the Caucasian steppes. With much of the rest of the Army the 140th was encircled near Millerovo in late July and largely destroyed, being disbanded in August.
The final formation of the 140th was based on a division recruited from NKVD personnel at Novosibirsk in the Siberian Military District in October 1942. In February 1943 it was one of six such divisions that came under Red Army control as part of the new 70th Army, which was soon assigned to the reformed Central Front. During February and March, after concentrating near Kursk, it pushed toward Oryol, but this objective was not reached, in part due to ineffective Army leadership. It remained in this area through the spring and early summer, preparing for the German offensive that began in July, and played a key role in defeating one of the last armored drives of German 9th Army. Following this it participated in the defeat of the German Oryol grouping before advancing through eastern Ukraine as part of 65th Army in September, winning a battle honor in the process. It made important gains in the Gomel area during October and November before moving to reserve for rebuilding and replenishment, and then was transferred to 13th Army of 1st Ukrainian Front in December, soon being awarded the first of two Orders of the Red Banner. During the spring campaign in northwestern Ukraine it won a second Red Banner, and then, as a result of the fighting for Lviv in July it received a rare Order of Lenin, while its regiments were also decorated. It was now part of 38th Army, where it would remain for the duration of the war. This Army was transferred to 4th Ukrainian Front for the duration in November, and the 140th fought through the Carpathian Mountains during the winter of 1944/45. During this campaign in the south of Poland and Czechoslovakia it was further decorated with the Orders of Suvorov and Kutuzov, with many of its subunits also receiving awards. It ended the war as one of the most honored divisions in the Red Army. Despite this it was moved to western Ukraine in early 1946 and disbanded later that year.
1st Formation The division was first organized on August 16, 1939, at Uman in the Ukrainian (later: Kiev Special) Military District.Charles C. Sharp, "Red Legions", Soviet Rifle Divisions Formed Before June 1941, Soviet Order of Battle World War II, vol. VIII, Nafziger, 1996, p. 70 Col. Luka Herasymovych Basanets was appointed to command the division on the same day, and he would lead it through its entire 1st formation. This officer had served as an advisor to the Republican Army in the Spanish Civil War, and came to the 140th after commanding the 51st Rifle Division. On June 22, 1941, it was still in that District, located roughly between Shepetivka and Starokostiantyniv,Artyom Drabkin and Alexei Isaev, Barbarossa Through Soviet Eyes, trans. C. Summerville, Pen & Sword Books Ltd., Barnsley, UK, 2012, p. xiii and had the following order of battle: 445th Rifle Regiment 637th Rifle Regiment 798th Rifle Regiment 309th Artillery RegimentSharp, "Red Legions", p. 70 361st Howitzer Regiment 263rd Antitank Battalion 143rd Antiaircraft Battalion 181st Reconnaissance Battalion 199th Sapper Battalion 148th Signal Battalion 227th Medical/Sanitation Battalion 201st Chemical Defense (Anti-gas) Platoon 146th Motor Transport Battalion 149th Field Bakery 175th Field Postal Station 349th Field Office of the State Bank When the German invasion began, the 140th was assigned to the 36th Rifle Corps in Kiev Military District (Southwestern Front) reserves, which also contained the 146th and 228th Rifle Divisions.Combat Composition of the Soviet Army, 1941, p. 9 During June 24 the 140th was approaching Ostroh as it advanced westward while the 228th pushed on to Dubno. The next day the 11th Panzer Division drove the 228th out of Dubno and off to the northeast, while the 140th took up positions near Sudobychi and the 146th east of Kremenets by June 27.David Stahel, Kiev 1941, Cambridge University Press, Cambridge, UK, 2012, pp. 70-71 On the same day the 140th and 146th were assigned to 6th Army, facing elements of the German XXXXIV Army Corps north of Khmilnyk. The two divisions counterattacked at 1400 hours the next day in an effort to regain Dubno, but this proved unsuccessful. On June 29 the Front commander, Col. Gen. M. P. Kirponos, criticized the performance of 36th Corps, stating in part:By July 7 the division had essentially returned to near its starting point, east of Starokostiantyniv.Stahel, Kiev 1941, p. 78 Battle of Uman As of the end of July 14 the 140th was still holding just east of the Teteriv River north of Khmilnyk, but as the German drive was renewed it was forced to the southeast in the direction of Lypovets. By late July the division was in 49th Rifle Corps, still in 6th Army,Combat Composition of the Soviet Army, 1941, p. 33 near Monastyryshche,Stahel, Kiev 1941, pp. 82-83 but was later relocated to Southern Front. In early August the division was trapped in the encirclement at Uman, and was destroyed by the middle of the month.Walter S. Dunn Jr., Stalin's Keys to Victory, Stackpole Books, Mechanicsburg, PA, 2007, p. 65 The division number was finally deleted from the Soviet order of battle on September 19.Sharp, "Red Legions", p. 70 Colonel Basanets survived the disaster and fought as a partisan behind the lines until early 1943 when he was able to cross to friendly territory. He was interned and investigated but after proving his bona fides he was made deputy commander of the 380th Rifle Division on May 5, and eventually led the 192nd Rifle Division into peacetime, being made a major general on May 5, 1945. He retired on January 19, 1956, and died on July 30, 1962.
2nd Formation
On July 2 the 13th Moscow Militia Division began forming in the Rostokino District of Moscow. Col. Pavel Yefremovich Morozov was appointed to command, where he would continue through the 2nd formation. This officer had been serving as an instructor in tactics at the Frunze Military Academy. The division's initial order of battle was as follows: 37th Militia Regiment 38th Militia Regiment 39th Militia Regiment Artillery Battalion (76mm) Artillery Battalion (45mm) Sapper, Reconnaissance and Signal Companies By July 6 the division had 11,000 personnel assigned, including 1,000 members of the Communist Party and 700 Komsomols. Three days later the division had 13,000 personnel, but some were reassigned to other militia divisions to complete their establishments, so when the division left Moscow on July 15 it had 8,010 in the ranks, but little or no heavy equipment, motorized transport, or radios.Sharp, "Red Volunteers", Soviet Militia Units, Rifle and Ski Brigades, 1941 - 1945, Soviet Order of Battle World War II, Vol. XI, Nafziger, 1996, p. 117
On July 16 the STAVKA ordered the construction of a new defense line centered on Mozhaisk, which was to be built and held by five NKVD and ten volunteer divisions of the new Reserve Front.Rodric Braithwaite, Moscow 1941, Vintage Books, New York, 2006, p. 111 The division was assigned to 32nd Army by July 19 and remained in the Reserve of the Supreme High Command in that Army until it was re-designated on September 27 as the new 140th Rifle Division.Dunn Jr., Stalin's Keys to Victory, p. 74 As of September 1 its revised order of battle was as follows: 1305th Rifle Regiment – from 37th Militia Regiment 1307th Rifle Regiment – from 38th Militia Regiment 1309th Rifle Regiment – from 39th Militia Regiment 977th Artillery Regiment – from Militia Artillery Battalion (76mm guns) 701st Antiaircraft Battalion 476th Reconnaissance Company 865th Signal Battalion 499th Medical/Sanitation Battalion 343rd Chemical Defense (Anti-gas) Company 311th Motor Transport Company 268th Field Bakery On September 27 the order of battle was changed to be nearly identical to that of the 1st formation. Since 32nd Army was in the second echelon of the forces defending Moscow it was not in the immediate front lines.Stahel, Operation Typhoon, Cambridge University Press, Cambridge, UK, 2013, pp. 63 Operation Typhoon
The southern grouping of Army Group Center (2nd Panzer Group, 2nd Army) launched their attack on September 30, while its main forces (3rd and 4th Panzer Groups, 4th and 9th Armies) began their part in the offensive on October 2, and broke through the Soviet front in several places within hours. In a prearranged move, the seven divisions of 49th Army were already preparing to entrain in the Rzhev area in response to the southern attack, unaware that the main blow would be coming two days later. The 140th was also on the move by road on the morning of October 2 to take over the positions of the 194th and one regiment of the 248th Rifle Division on the east bank of the Dniepr River. Colonel Morozov set up his headquarters at Mikhalevo, but he had no communications with the adjacent 19th Army. It was at about the same time that the 6th Panzer Division took bridgeheads on the 248th's sector as it was attempting to entrain. This part of the Dniepr is neither very wide (25m-40m) nor very deep (3.0m maximum) but it still constituted a significant antitank obstacle providing the covering works were properly manned, which they were not in the prevailing confusion.Lev Lopukhovsky, The Viaz'ma Catastrophe, 1941, ed. & trans. S. Britton, Helion & Co., Ltd., Solihull, UK, 2013, Kindle ed., part 3