The 259th Rifle Division was formed from reservists as a standard Red Army rifle division, very shortly after the German invasion, in the Moscow Military District. It was largely based on what would become the shtat (table of organization and equipment) of July 29, 1941. It was assigned to the 34th Army of Reserve Front before the end of July, but this Army was soon reassigned to Northwestern Front. Under these commands it took part in the Staraya Russa offensive operation in August. It suffered significant casualties in its first operation but after falling back toward Leningrad it took part, as part of 52nd Army, in both the defense of Tikhvin and the following counteroffensive that retook the city in one of the first major German reverses. In the new year the 259th was involved in the Lyuban offensive, mostly under command of the ill-fated 2nd Shock Army, and this struggle continued into June. Enough of the division escaped encirclement that it avoided disbandment, and it was sufficiently restored by late August that it was committed to the second Sinyavino offensive, eventually becoming encircled again and forced to break out, at considerable cost. In early October it was withdrawn to the Reserve of the Supreme High Command for a lengthy period of restoration, well into 1943, in 2nd Reserve Army, as it moved well to the south.

The 259th returned to the fighting front on February 2, 1943 as a separate division in 3rd Guards Army of Southwestern Front. It saw limited action before the German Kharkiv counteroffensive threw the Front onto the defensive. It was still in this Army in August when the Front's forces finally broke across the Donets River and advanced into the Donbas, during which the division was awarded a battle honor in early September. Through the fall and into the winter it continued to campaign with 3rd Guards in both the 3rd and 4th Ukrainian Fronts until it was transferred to 6th Army, back in 3rd Ukrainian. It would remain in this Front for the duration of the war. In April 1944 the 259th took part in the advance on Odesa, and was then transferred to 46th Army, where it saw limited action along the Dniestr River into May. When the Second Jassy-Kishinev offensive began in late August the division was part of a special group of forces under 46th Army tasked with making amphibious attacks across the Dniestr estuary and within days took part in the encirclement and elimination of a Romanian/German force in this area. Following this success it advanced into the Balkans where it joined the 37th Army in December, which served as a separate occupation force for the duration of the war. In 1946 it returned to western Ukraine where it was disbanded in June 1946.

Formation The 259th Rifle Division began forming just over two weeks after the start of the German invasion on July 5, 1941, at Serpukhov, in the Moscow Military District.Walter S. Dunn Jr., Stalin's Keys to Victory, Stackpole Books, Mechanicsburg, PA, 2007, p. 75 Its order of battle was as follows: 939th Rifle Regiment 944th Rifle Regiment 949th Rifle Regiment 801st Artillery RegimentCharles C. Sharp, "Red Tide", Soviet Rifle Divisions Formed From June to December 1941, Soviet Order of Battle World War II, vol. IX, Nafziger, 1996, p. 50 314th Antitank Battalion 336th Reconnaissance Company 427th Sapper Battalion 683rd Signal Battalion (later 363rd Signal Company) 322nd Medical/Sanitation Battalion 300th Chemical Defense (Anti-gas) Company 68th Auto Transport Company (later 504th) 314th Field Bakery 517th Divisional Veterinary Hospital 308th Field Postal Station 567th Field Office of the State Bank Col. Fyodor Nikolaevich Shilov was appointed to command on the day the division began forming; he would be promoted to the rank of major general 10 days later. This NKVD officer had commanded the Ordzhonikidze School of NKVD troops before the war. As of July 10 the division was still forming up in the Moscow Military District, but as soon as August 1 it had been assigned to 34th Army in Reserve Front.Combat Composition of the Soviet Army, 1941, pp. 26, 32

Defense of Leningrad On August 6 the 259th was reassigned, with 34th Army, to Northwestern Front.David M. Glantz, The Battle for Leningrad 1941 - 1944, University Press of Kansas, Lawrence, KS, 2002, p. 48 Three days later the German X Army Corps of 16th Army seized Staraya Russa, a vital transportation hub in a nearly roadless region. This left a 48 km-wide gap between it and the II Army Corps at Kholm.Robert Forczyk, Demyansk 1942-43: The frozen fortress, Osprey Publishing, Oxford, UK, 2012, Kindle ed. In response to an overambitious plan proposed by Lt. Gen. N. F. Vatutin, the chief of staff of the Front, the STAVKA issued orders late that day: In the event, this plan was partly preempted when X Corps attacked toward Novgorod on August 10, disrupting the 11th and 48th Armies' attacks.Glantz, The Battle for Leningrad 1941 - 1944, p. 54

34th Army, spearheaded by the 202nd and 163rd Motorized Rifle Divisions, joined the 25th Cavalry Division in a lunge that pushed 40 km westward through the German defensive cordon and reached the Staraya Russa–Dno rail line early on August 14. This determined assault enveloped X Corps in Staraya Russa, separated it from II Army Corps on its right flank and threatened the rear of the main German panzer force advancing on Novgorod. The situation was restored by August 22 through the intervention of the LVI Motorized Corps and three days later the 34th and 11th Armies had been driven back to the line of the Lovat. Although suffering heavy losses (from August 10–28 34th Army suffered 60 percent casualties in personnel, 89 percent losses in tanks and 58 percent in other vehicles) the operation delayed Army Group North's drive on Leningrad for another 10 days which may have been decisive in keeping the city in Soviet hands.Glantz, The Battle for Leningrad 1941 - 1944, pp. 54-58

While the 259th survived its first battle, General Shilov was not as fortunate. He was severely wounded in combat on August 30 and succumbed to his wounds on September 4.Aleksander A. Maslov, Fallen Soviet Generals, ed. & trans. D. M. Glantz, Frank Cass Publishers, London, UK, 1998, p. 38 He was replaced on September 1 by Col. Pyotr Vasilevich Borisov, but this officer was in turn replaced on September 20 by Col. Afanasii Vasilevich Lapshov, who had been serving as commander of the 74th Rifle Division's 109th Rifle Regiment. He would be made a Hero of the Soviet Union on March 27, 1942 for his leadership of that regiment in fighting on the Dniestr River,https://www.warheroes.ru/hero/hero.asp?Hero_id=5618. In Russian. Retrieved July 23, 2023. and he would be promoted to the rank of major general on May 13 of that year.

Battles for Demyansk Following the Staraya Russa fighting the commander of Army Group North, Field Marshal W. J. F. von Leeb, resolved to ensure that his right flank was secure before beginning the final push on Leningrad. Constant Soviet attacks from the Valdai Hills region enticed 16th Army to keep pushing farther eastward. Given the losses the 34th Army had suffered and the priority for Soviet reinforcements on the Moscow and Leningrad axes there was little it could do to stop this advance, although the 11th and 27th Armies held firm on the flanks. Demyansk was taken in early September, but by now the LVI Motorized Corps was in an absurd position at the end of a single 90 km-long dirt road through swamps back to the railhead at Staraya Russa. LVI Motorized was soon withdrawn in preparation for the renewed offensive on Moscow, and was replaced by II Corps. As winter began to arrive in October the 16th Army's offensive came to a halt and a period of stalemate settled over the area.Forczyk, Demyansk 1942-43: The frozen fortress, Kindle ed. On October 20 the 259th was transferred north to 52nd Army in the area of Tikhvin.Glantz, The Battle for Leningrad 1941 - 1944, p. 97

Tikhvin Offensive

This Army was under command of Lt. Gen. N. K. Klykov. On October 16 two German infantry divisions had stormed across the Volkhov River, followed later in the day by the 12th Panzer and 20th Motorized Divisions of XXXIX Motorized Corps. The assaulting forces penetrated the 4th Army's fragile defenses in four days of heavy fighting in roadless terrain covered by 9–10 cm of snow. This created an immense gap between 4th and 52nd Armies that, given the lack of reserves, the defenders were unable to close. It was in response to this situation that the 259th and other reinforcements were dispatched.Glantz, The Battle for Leningrad 1941 - 1944, pp. 96-97

Once reinforced, the two Soviet armies should have been capable of driving the German forces back to the Volkhov. Convinced that this was the case, at 1345 hours on October 26 the STAVKA sent Klykov a blistering directive:However, the two Armies' defenses continued to collapse because they committed their reserves in piecemeal fashion and without adequate support. Once it arrived the 259th joined the 267th and 288th Rifle Divisions in delaying the 8th Panzer and 18th Motorized Divisions long enough to occupy new defenses along the Malaya Vishera River north and south of Malaya Vishera. So strenuous was their defense that, by October 27 the German advance in this sector ground to a halt. At this point, stiffening resistance west of Tikhvin forced a redeployment of these two mobile divisions to Sitomlya to reinforce the main attack.Glantz, The Battle for Leningrad 1941 - 1944, pp. 97-99

On October 26, Hitler had insisted that the offensive continue. At the same time the STAVKA was planning a series of counterstrokes to defeat the German forces on the Tikhvin axis. Taking advantage of a vicious blast of cold weather on November 6 that began freezing rivers and streams in the area, the German mobile forces brushed aside the 191st Rifle Division and captured the city in a snowstorm on November 8, cutting the last rail line from Moscow to Lake Ladoga. Despite this success it was clear they had "shot their bolt." The weather and terrain were both taking their toll on vehicles and soldiers alike, and Soviet resistance was stiffening both at Tikhvin and Malaya Vishera. Temperatures had fallen to -40 degrees (C and F) and many soldiers were frostbitten or simply froze to death.Glantz, The Battle for Leningrad 1941 - 1944, pp. 99-100

Tikhvin Counteroffensive In late November the 52nd, 4th and 54th Armies faced a German force of 10 infantry, two motorized and two panzer divisions deployed between Lakes Ladoga and Ilmen. The German force, whose divisions were at about 60 percent strength, numbered roughly 120,000 men, 100 tanks and assault guns, 1,000 artillery pieces. The STAVKA was able to concentrate 17 rifle and two tank divisions, one cavalry division, and several smaller units, totalling 192,950 men, a considerable superiority in manpower and artillery but a slight inferiority in armor. The main counterattack would be made by 4th Army with one objective being a linkup with 52nd Army at Gruzino. The four divisions (111th, 259th, 267th, 288th) of the 52nd were to destroy the German forces in the Malaya Vishera area, advance to the Volkhov, capture bridgeheads, and help cut German withdrawal routes from Tikhvin.Glantz, The Battle for Leningrad 1941 - 1944, pp. 104-06