During the next few hours, thousands of Kachalov’s rear area troops threw down their weapons and surrendered. However, deeper within the encirclement pocket, Kachalov and his staff worked feverishly to identify prospective escape routes and organize their forces into shock groups capable of breaking out of the encirclement. The burning question that night was, “With German forces seemingly all around, which routes offered the best prospects for escape?”

Meanwhile, higher headquarters finally learned of the impending disaster threatening to engulf Group Kachalov when Major General Petr Ivanovich Liapin, the chief of staff of the Front of Reserve Armies, dispatched a report to Zhukov, the new commander of the Reserve Front, at 1730 hours on 3 August. Admitting that the report was delayed “as a consequence of the absence of communications,” Liapin nevertheless was able to convey at least the general outlines of the situation but by no means its full extent:

See Volume 3 (Documents), Appendix K, 4.

1. I am reporting about the state of matters at Roslavl’. According to a report by Lieutenant General Zakharkin [the commander of 43rd Army], the enemy has launched an attack against the 222nd Division’s entire front. As determined by the chief of 43rd Army’s Operations Department, enemy forces number at least one infantry division, reinforced by tanks, armored vehicles, and motorcycles. The enemy attacked from the direction of Chernatka toward Polshino and strongly from the west toward Hill 234.0 (5 kilometers west of Roslavl’) and along a 3rd axis – Osinovka and also Hill 234.0. 10-15 tanks attacked along the highway to Roslavl’.

Small groups are attacking along the remaining front. We have noted the absence of enemy artillery. Along all of the main axes, 1-2 infantry battalions are attacking behind the tanks, reinforced by a large numbers of mortars.

The 222nd Division repelled the enemy’s attacks up to 1900 hours by employing its shock groups. By 2000 hours the enemy managed to penetrate along separate axes and approached Polshino and Hill 234.0. However, it was never threatening, and our infantry held on firmly. At 2300 hours on 2 August, the division’s commander and commissar reached the units to organize the defenses.

Today at 0400 hours, Comrade Zakharkin spoke with the division’s headquarters, which consider the situation stable. The enemy operated chiefly with aircraft. Aircraft bombed constantly beginning at 1100 hours on 2 August and up to the fall of darkness. The Moscow-Roslavl’ road was also subjected to continuous bombing and strafing. Yesterday 4 bombers were shot down by the division’s light weapons.

On the right flank, 53rd Division is conducting reconnaissance in both directions. The enemy’s 197th Infantry Division has been noted [operating] against 222nd RD.

According to a report received by 43rd Army’s headquarters at 1400 hours on 3 August, as a result of the fighting, 222nd RD turned out to be half-encircled on the morning of 3 August and began a fighting withdrawal to the line of the Oster River at 0800 with the objective of blocking the Moscow and Briansk highway.

The division suffered significant losses in the fighting on 1 and 2 August, the scope of which is being clarified, but, at the same time, also inflicted heavy personnel and tank losses on the enemy.

The division’s 774th Regiment was cut off during the fighting and remained in the Laskovo and Zhabinskoe region. The division commander believes that this regiment will come out on Group Kachalov’s left flank.

The 222nd RD seized operational documents from the enemy tank corps, according to which it is now known that the corps must capture the city of Roslavl’ by 1 August. According to a report by regimental commander Meshcheriakov, an enemy column of up to 1,000 men with vehicles was destroyed on the night of 2-3 August. At present, they are calculating the total number of trophies [captured equipment]….

2. The 43rd Army’s commander requests permission to occupy a defense along the previously fortified Zhukovka and Stolby line (50 kilometers northwest and west of Briansk) with 258th RD, and, at the same time, the General Staff designated a defensive line for that division along the Gorodets, Opakhan’, and Hill 178 line.

Lieutenant General Bogdanov [the deputy commander of the Front of Reserve Armies] approved General Zakharkin’s decision regarding the movement of 258th Division into the previously prepared line…. The 258th RD unloaded from 11 trains in the Sel’tso and Briansk region; and one regiment is already occupying this defense.

3. Lieutenant General Bogdanov ordered me to present to the General Staff the matter of subordinating 222nd RD to the headquarters of the Front of Reserve Armies. Major General Vasilevsky promised to raise the matter of transferring the entire Roslavl’ axis to us, and, for that purpose, 109th TD is arriving in the Spas-Demensk region today…

5. The General Staff has asked for your personal views with regard to the defense of the Briansk axis and the assignment of the Roslavl’ group to the Reserve Front.

6. The chief of the General Staff, in spite of all of the information received from you about the operations at El’nia that we transmitted regularly, expressed the desire to receive a generalized report for a report to the Stavka under your signature.⁴⁴

As inadequate as this report was, it was enough to prompt the Stavka and Reserve Front to try to repair some of the damage done to the defensive front before the situation worsened and engulfed 28th Army’s entire defensive front along the Desna River in the sector from the El’nia salient southward to Briansk. As a first step, at 2030 hours that evening, on behalf of Stalin, Shaposhnikov, the Chief of the General Staff, ordered Group Kachalov and the remainder of 28th Army transferred from the Western Front to the control of Zhukov’s Reserve Front.

See Volume 3 (Documents), Appendix K, 5.

In light of the development of an enemy offensive at Roslavl’, the Stavka orders, effective 0600 hours 4 August:

1. Transfer Group Kachalov, consisting of 145th and 149th Rifle Divisions, 104th Tank Division and all of the group’s reinforcing units, as well as 222nd Rifle Division with its attached units and the approaching 109th Tank Division, from the Western Front to the Reserve Front.

2. Transfer 21st and 52nd Cavalry Division of Comrade Gorodovikov to the Central Front at the same time.

3. Report fulfillment.⁴⁵

With characteristic vigor, Zhukov, the commander of the Reserve Front, took immediate action to rescue Group Kachalov and, if possible, restore his front’s defenses in the region. After sending the Stavka a stark and accurate description of the situation, including his assessment that “The 222nd RD was half encircled,” and the situation was “perilous,” Zhukov ordered Zakharkin’s 43rd Army to reinforce its defenses along the Desna River with the newly-arrived 258th Rifle Division and ordered General Rakutin, the commander of his front’s 24th Army, to intensify his assaults against the German defenses at El’nia to take the pressure off Kachalov.⁴⁶

After dispatching these orders, at 0510 hours on 4 August, Zhukov moved to salvage whatever remained of Kachalov’s group by instructing it precisely when and how to withdraw its forces to avoid additional disaster:

See Volume 3 (Documents), Appendix K, 6.

To General Kachalov

I order you to withdraw the left wing and center of the group to the Faddeeva Buda and Ostrik River line, where you will establish contact with 222nd RD.

Immediately withdraw the rear [services] and artillery units behind the defensive front of 53rd RD behind the Shat’kova, Borovka, and Krutogorka line. The main routes of withdrawing the rear [services]:

a) Dudarevka, Borok, Mokhai, and Shat’kovo;

b) Voroshilovo, Gerasimovka, Riabtsy, Postush’e, and Vetrovka; and

c) Berezovka (4 kilometers northwest of Stodolishche), Lysovka, Kovali, Starosel’e, Bogdanovo, and Novosloveni.

To secure the rear routes, immediately throw detachments, reinforced by artillery, to the Krasniki, Barsuki, Khateevka, Moshchanka, Rakovka, Vorovka, and Mikhailovka line and along the highway to the south.⁴⁷

Then, at 1240 hours on 4 August, after noting that, “Apparently, the headquarters of Kachalov is encircled,” Zhukov ordered General Zakharkin to “take the units of [Kachalov’s] group under your command and carry out order no. 0017/op [the withdrawal order]”.⁴⁸

See Volume 3 (Documents), Appendix K, 7.

Meanwhile, within the encirclement pocket, with combat raging on all sides, General Kachalov apparently perished in a skirmish near the village of Starinka, 16 kilometers north of Roslavl’, along with many of his men.⁴⁹ After Kachalov’s death, Major General Fedor Andreevich Zuev, Kachalov’s chief of staff, immediately assumed command. Shortly thereafter, at 1830 hours on 4 August, Zuev ordered the remnants of the group to withdraw. Still fearful of recriminations by higher headquarter, Zuev’s order began with the fiction that, “The group will halt the attack toward Roslavl’ and regroup for an attack along a new axis.” In reality, however, the order required the group’s forces to organize into two sub-groups and break out toward the east and southeast overnight on 4 August:

See Map 49. Armeegruppe Guderian’s assault, 4 August 1941.

See Volume 3 (Documents), Appendix K, 8.

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Group Kachalov’s Mission – protect the Khoski and Glinki front [from 15 kilometers northwest of Roslavl’ northward to southeast of Stodolishche] with reinforced battalions and attack [eastward] in two columns toward Riabinki [16 kilometers south-southeast of Stodolishche and 14 kilometers north of Roslavl’], Borovka, Malakhovka, Novaia Danilovka, Novyi Usokhi, and Staroe Kurgan’e [15 kilometers east-northeast of Roslavl’].

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Missions of Escape Columns:

♦	Right column (340th RR, 516th HAR, and 2 tanks) – hold on to the Peshchikiand Krucha line to protect the main force’s attack and attack toward Riabinki, Krucha, Peshchiki, Trisel’e, Novyi Usokhi, and Staroe Kurgan’e [13 kilometers north to 15 kilometers east-northeast of Roslavl’] at 2000 hours of 4 August to destroy the opposing enemy.
♦	Left column (the Composite Regiment with one tank, 320th GAR, and 18th ATR) – protect the group’s combat formation along the northern outskirts of Bykovka and Hill 186.5 front up to 0200 hours on 5 August 1941 and attack along the Roslavl’ highway, southern outskirts of Bykovka [15 kilometers south-southeast of Stodolishche and 15 kilometers north of Roslavl’], Hill 179.1, Pavlovka, Borovka, Malakhovka, Prisel’e, Novyi Usokhi, and Staroe Kurgan’e axis at 2200 hours on 4 August to destroy the opposing enemy in cooperation with 145th RD and reach the woods northeast of Staroe Kurgan’e by the morning of 5 August.
♦	774th RR (with 3rd Bn, 649th CAR, and 3rd Bn, 364th CAR) – protect the regrouping by holding on to the Khoski and Glinki front up to 0200 hours on 5 August 1941, protect the group’s rear with rear guards, and attack along the march route of the right column at 0200 hours on 5 August to reach the woods south and southeast of Staroe Kurgan’e by day’s end on 5 August.
♦	Transports and Rear Service Organs – follow the rear of the column, while protected by the rear guards.
♦	Command and Control – I [Zuev] will follow the right column. My deputy is the commander of 340th RR.50