389th Infantry Division ( Wehrmacht ) The 389th Infantry Division was a German division of the Wehrmacht in the Second World War , which fought for example in the Battle of Stalingrad . It was formed on 27 January 1942 in Milowitz . History . The 389th Infantry division was formed on 27 January 1942 as a division of the 18th mobilization wave on the training area in Milowitz near Prague . The Motto of the division was " " Der Sonne Rad mit Schild und Speer , dem Rhein , dem Reich zu Wehr und Ehr " " . It was designed as a " Sturm - und Stoß " division ( English : storm and impulse division ) , whose soldiers had to run through a hard training and a long conscription to fight on the foremost part of the front . The soldiers were mostly veterans of the previous campaigns on the Western Front and the Invasion of Poland . From May 1942 onwards , it was employed in battles on the Eastern Front as a part of the 6th Army under the command of General der Panzertruppe Friedrich Paulus . After he had taken over the command in January 1942 , the Red Army launched an offensive near the city of Kharkov . The German troops could repel the attack and conducted a successful counter - offensive , during which they encircled the Soviet formations . In this engagement , the Red Army sustained great casualties . The 389th Infantry Division also participated in the German summer offensive Operation Blau , which had the aim to capture the Caucasus and Stalingrad . Stalingrad should then be used to prevent the Soviet forces from using the Volga as a supply route . The 6th Army should advance to Stalingrad . After the start of the offensive on the 28th of June 1942 , Axis forces of Army Group B could advance quickly . By the 23rd of August , German units reached the Volga north of the city . It was then planned that the 6th Army should encircle the Soviet 62nd and 64th Army together with 4th Panzer Army . The 4th Panzer Army started the attack regularly on the 29th of August . However , the 6th Army was still confronted with a Soviet counter - attack . Therefore , it could only attack 3 days later . This gave the Soviet forces to withdraw from the future pocket . During the Battle of Stalingrad , the 389th Infantry Division was the main force of the failed attack on the tractor factory . During the Soviet counter - offensive beginning under the codename Operation Uranus on the 19th of November 1942 , the division ' s remnants were captured after the Axis capitulation on 2 February 1943 . The division was reformed from 17 February 1943 onwards in France . Its forces consisted of survivors and persons , who had been in furlough . In the end of September 1943 , the 389th Infantry Division was redeployed on the Eastern Front , where it took part in fierce engagements in Dnjepr section causing high casualties among the division ' s forces . Afterwards , on the 25th of January , the 2nd Ukrainian Front conducted a massive attack , due to which forces of the 57th Infantry Division were sent to help the 389th Infantry Division . However , the support arrived too late and the division could just take up remnants of the 389 . ID . As the 2nd Ukrainian Front then marched North , this division was pushed into the Korsun - Cherkassy Pocket . Again , the 389 . ID was reformed in Hungary in March 1944 and employed as part of Army Group North in the Kurland Pocket , where it fought until February 1945 . Then , it was redeployed to Western Prussia . In the end of the war , it was captured by Soviet forces on the Hel Peninsula .