This brigade began service as the 1st formation of the 38th Rifle Brigade, formed as a "student" brigade in the Central Asia Military District in November 1941. In December it was shipped to the Moscow Defence Zone before joining the 2nd Guards Rifle Corps in the reserves of Kalinin Front in January 1942. It saw combat in the Toropets–Kholm offensive as part of 3rd Shock Army and inflicted heavy casualties on the German forces around Kholm in March; on March 17 it was redesignated as the 4th Guards.