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On the morning of July 4, 1942, forward units of the German 24 TD reached the Don river in Yunyevka area, overrunning forward covering forces of the Soviet 232 RD. By 10.00 motorized infantry with forces of up to two battalions, having smashed 498 RR defenses, rushed towards the south-western outskirts of Voronezh. 498 RR was assigned a combat mission: restore defensive lines and throw the enemy back to Malyshevo village. 110 TBde took initial position in the south-western outskirts of Voronezh with a mission to destroy the enemy in Malyshevo area.

• Two operations of 13 turns for each of the parties (Shilovo, July 4-6, 1942).
  
• Precisely recreated area of over 80 sq. km south-west of Voronezh, Shilovo village.
  
• Historical organizational structure of units at the time of the offensive.