While 7th Panzer Division was concentrating in the region northwest of Losevo on the night of 19-20 August, Konev was preparing for the next day’s fight. Although his army’s exploitation westward across the Tsarevich River was foremost in his mind, the order he issued at 0215 hours also indicated his growing concern over a possible German armored counterstroke against his army’s right flank:

See Map 84 and Volume 3 (Documents), Appendix O, 39.

•	Enemy Situation – after throwing in insignificant reserves from the Dukhovshchina region and neighboring sectors of the front, attempting to withstand the army’s offensive along the western bank of the Loinia and Tsarevich Rivers.
•	19th Army’s Mission – while conducting an active defense on its right flank, attack at 0900 hours on 20 August 1941 to destroy the remnants of 5th and 161st IDs and approaching enemy reserves in the Myshkovo, Sushchevo, and Muzhilova region, reach the Myshkovo, Sushchevo, Rafenina, and Novosel’e front [4-24 kilometers north-northwest of Iartsevo], and seize crossings over the Tsarevich River in the Zhukovo, Pavlovo, and Novo-Nikol’skoe State Farm (House of Invalids) region with forward units by day’s end.
•	Missions of Subordinates:

♦	166th RD – actively defend the Shupeki, Krasnitsa, Zaria, and Zanino 1 line and attack with the left wing to destroy the enemy in Moteva and Zubova [2426 kilometers north of Iartsevo].
♦	91st RD – attack with 613th RR to destroy the enemy in the woods south of Zubova in support of 166th RD and attack with the main force toward Shchelkina to capture the Myshkovo and Mashutino line [22-24 kilometers north of Iartsevo] and seize the crossings over the Tsarevich River at Zhukovo and Pavlovo by day’s end, while protecting left flank toward Ivaniki and Krotovo.
♦	50th RD (with 202nd TR) – attack toward Kalugino, capture the Mashutino and Sushchevo line [18-22 kilometers north of Iartsevo] by day’s end, and seize a crossing over the Tsarevich River in the vicinity of Novo-Nikol’skoe State Farm (House of Invalids) with forward units.
♦	64th RD – attack toward Petrovo, Sel’tso, and Kulagino and reach the Sushchevo and Rafenino front [14-18 kilometers north of Iartsevo] by day’s end.
♦	101st TD – attack toward Krovopuskovo and reach the Rafenino and Novosel’e front [4-14 kilometers north of Iartsevo] by day’s end, while protecting the army’s left flank.
♦	Reserve – 89th RD – concentrate in the Staraia Korov’ia, Kriukovo, Hill 217.0, and Stepankina front [20-22 kilometers north of Iartsevo]. Have antitank artilleryalong the Zadnia and Kriukovo line and be prepared to attack from behind the right wing of 91st RD and at the boundary between 91st and 50th RDs.
♦	Artillery – be prepared to fire a 30-minute artillery preparation by 0500 hours on 20 August. Missions:

⋄	Suppress enemy mortar batteries and personnel in the Hill 190.3, Kazakova, Hills 212.6, 216.1, and 211.6, Muzhilova, Popova, Petrova, and Hill 222.8 sector and conduct massed fire raids along 50th and 64th RDs’ main axes of attack.
⋄	Suppress enemy artillery in the Moseevka and Borniki, Ivaniki and Barsuki, and Rakhmanino and Kalugino region.
⋄	Prevent enemy counterattacks from the Losevo, Semenovo, and Bykova region.
⋄	Prepare DON [defensive fire raids] against the crossings over the Tsarevich River in the Zhukova, Novo-Nikol’skoe State Farm, and Sushchevo region.

♦	VVS of 19th Army. Missions:

⋄	Destroy enemy personnel, tanks, and artillery in 91st and 50th RDs’ attack sectors, in cooperation with the ground forces.
⋄	At 0855 hours on 20 August, destroy the enemy tanks and mortar batteries in the Zamiatino, Hill 216.1 (2 kilometers west of Bolotino), Shishkino, Hill211.6, and Kulagino sector.
⋄	Destroy the enemy at the crossings over the Tsarevich River in the Zhukovo and Sushchevo sector.
⋄	Destroy enemy reserves approaching along the Dukhovshchina axis.3

Konev’s preparations proved extremely timely. At 1400 hours, a time chosen by the Germans because they believed the Russians would never expect an attack that late in the day, the kampfgruppe of Funck’s 7th Panzer Division struck. Supported by smaller kampfgruppen formed by 5th Infantry Division and 900th Motorized Brigade, and supported by the separate 643rd Antitank Abteilung [Battalion], Funck’s forces swept southward past Losevo and into 19th Army’s supposedly open and defenseless right flank. This armored assault began a two-day struggle during which the advancing See Maps Germans found themselves enmeshed in a deadly web of dug-in tanks, interlocking infantry and antitank strongpoints and under a hail of Soviet artillery and mortar fire. The records of the Soviet forces participating in the short but vicious fight documented assault, 20 its course and outcome.

See Maps 88 and 89. 7th Panzer Division’s assault, 20 August 1941 and Army Group Center’s situation late on 20 August 1941.

The first documentary mention of the German counterstroke appeared in the _Group evening operational summary issued by the Western Front at 2000 hours, even though Center’s it was imbedded within a detailed mosaic of the fighting taking place elsewhere along the front:

See Volume 3 (Documents), Appendix O, 43.

•	General Situation – unchanged along the Velikie Luki axis but fighting still raging in the center and on the front’s left wing, where the front’s forces are overcoming stubborn enemy resistance.
•	22nd Army – fortifying their positions.
•	29th Army – positions generally unchanged.

♦	1st MRR (NKVD) – fighting in the Katkovo region [15 kilometers east-northeast of Il’ino], Katkovo is ablaze, and artillery and mortar exchanges elsewhere along the front.
♦	246th RD – completing its concentration in the Baevo, Shelygany, and Poiarkovo region [20-24 kilometers northeast of Il’ino].
♦	Enemy losses – about 300 men killed or wounded in the Andreevskaia and Katkovo region (in 243rd RD’s sector) and 2 mortar batteries destroyed on 19 August.