The 28th Tank Division was an armored division of the Red Army, created during the prewar buildup of forces in the Baltic Special Military District, based on a light tank brigade and a motorized rifle brigade, and fought against German Army Group North during the first months of Operation Barbarossa.

The division's tank regiments were largely destroyed in the first battles, but not without inflicting losses themselves, after which the remnants fell back through Latvia and Estonia, receiving enough reinforcements and replacements to remain combat-effective.

It served well at Novgorod and in the early fighting around Demyansk, as part of 27th Army, but in November the Stavka ordered it to be converted to the 241st Rifle Division.

The remainder of the division moved out of its concentration area late on the 22nd in order to strike the XXXXI Motorized Corps which had already broken through the frontier defenses.

On July 25 he was posthumously made a Hero of the Soviet Union, one of the first Red Army soldiers so recognized following the German invasion.

[7] Despite Popov's heroism the two tank divisions were in a very poor position, having been committed piecemeal without infantry support, lacking sufficient ammunition and fuel, and with little awareness of German movements or intentions.

By late on June 25 Kuznetsov's counterattacks had failed and his surviving forces were in full retreat toward Šiauliai, Riga and Švenčionys, leaving the Daugavpils region with its important crossing sites along the Daugava River completely unprotected.

On the night of August 24/25 soldiers of the regiment, fighting as infantry, launched a covert attack against this position, but were discovered and subjected to heavy defensive fire.

After his company commander was killed, Pankratov took over effective leadership and attempted to destroy a machine gun post with grenades.

The German corps was in a "ludicrous" position, reliant on a 90km-long dirt road through swamps for supplies from its railhead at Staraya Russa.