Yelnya Offensive The Soviet Army ' s Yelnya Offensive operation ( August 30 – September 8 , 1941 ) was part of the Battle of Smolensk during the initial period of the German - Soviet War . The offensive was against the semi - circular Yelnya salient which the German 4th Army had extended 50 km south - east of Smolensk forming a staging area for a continued offensive towards Vyazma and eventually Moscow . German dislocation . Initially located in the salient were the 10th Panzer Division , Waffen - SS Division Das Reich , 268th Infantry Division , and the 202nd Assault Gun Battalion among others ; however these were replaced by the 137th , 78th Infantry Division and 292nd infantry divisions in addition to the 268th , about 70 , 000 troops in all with some 500 artillery pieces and 40 StuG IIIs of the 202nd Assault Gun Battalion , last three a part of the German XX Army Corps . The northern base of the salient was held by the 15th Infantry Division , while the southern base was held by the 7th Infantry Division . Although Guderian proposed a withdrawal on the 4 August during a meeting with Hitler and other Army Group Centre commanders during a meeting at Novy Borisov , this was rejected as an option . Soviet planning . On August 26 Stavka ordered the 24th Army of the Reserve Front , led by Marshal Georgy Zhukov , to start an offensive beginning August 30 against the salient . The intent of this offensive was to assault the bases of the salient , with the 102nd Tank and 303rd Rifle divisions forming the outer front of the encirclement , and the 107th , 100th Rifle divisions of the northern pincer and 106th Mechanized Rifle division of the southern pincer forming the inner front of the encirclement . Supporting the 106th in the south was the 303rd Rifle Division . Containing the salient in the central ( eastern ) sector of the offensive were the 19th and 309th Rifle Divisions . The 103rd Motorized and 120th Rifle divisions were deployed n the northern and southern sides of the salient in heavily fortified field positions to prevent possible routes of escape by the German divisions . The 24th Army was allocated only 20 aircraft for reconnaissance and correction of artillery fire for the operation , with no dedicated fighter or strike support . Aftermath . On September 3 , under the threat of the encirclement the Germans started retreating from the salient while maintaining resistance on the flanks . On September 6 Yelnya was retaken . The Soviet offensive continued until September 8 , until it was halted at the new German defense line . This was the most substantial reverse that the Wehrmacht had suffered up to that date and the first successful planned Soviet offensive operation in the Soviet - German war . German losses in the operation are unknown . The Red Army losses are estimated at 31 , 853 overall casualties . Major General Rakutin was killed during the battle . United States army historian David Glantz states that although the offensive succeeded in attaining its strategic objective , the operation cost the 24th army nearly 40 % of its operational strength . This , combined with other failed Red Army offensives in the Smolensk area temporarily blunted the German drive but seriously weakened Red Army formations defending the approaches to Moscow . In a lecture to the US Army Heritage and Education Center , Mr . Glantz asserted that in the run up to the Battle of Moscow , the Wehrmacht would not have made nearly as much progress as they did if the Stavka had not suffered losses in unsuccessful counter - offensives east of Smolensk . Creation of the Guards . The Yelnya Offensive is also associated with the creation of the veteran Guards unit s when the 100th and 127th Rifle division s were renamed into 1st and 2nd Guards Rifle Division s . On 26 September 1941 the 107th and 120th Rifle division s were also renamed the 5th and 6th Guards Rifle Division s .