A few months later a new 328th was formed, this time in the Transcaucasus Military District as the German summer offensive of 1942 was producing a crisis in that region.

This new division had a slow start, but eventually proved itself in fighting through Ukraine, Belarus and Poland, gaining a battle honor for the liberation of Warsaw, and helping to complete the encirclement of Berlin in April 1945.

At this time it was in better shape than many other divisions in its Army, being outfitted with its main types of weapons, while still lacking certain weaponry and motor transport.

[4] The joint attack on Mikhailov began on December 6; the 328th fought east of the town while the 330th and 323rd Rifle Divisions moved to bypass it from the north and southeast respectively.

Two days later the division was re-subordinated directly to 10th Army, and began bypassing enemy strongpoints, moving along the route Pashkovo - Karacheevo to get into the flank and rear of the German Belyov grouping.

The next day, as the latter unit mopped up Belyov, the 328th and 330th continued advancing west and northwest, but were soon redirected to the Kozelsk area as 10th Army consolidated.

In the first days of January 1942, the Army was directed to cut the Vyasma - Bryansk railroad and liberate several towns, including Kirov and Zhizdra.

German Army Group Center began to receive reinforcements from occupied France which allowed them to launch a counterattack to relieve its besieged troops on January 18.

[9] The GLAVKOM (High Command) issued an order on July 29, 1942, that the division was to be reformed,[10] and this began on August 4,[11] at Beslan and Ordzhonikidze in the Transcaucasus Military District.

Its basic order of battle remained the same as the 1st formation, with the following additions: At the time it was formed the division was noted as having 50 - 60 percent personnel of Caucasian nationalities, mostly Armenian.

On September 23, the German 17th Army began an offensive (Operation Attika) through the high passes of the Caucasus mountains towards the Black Sea port of Tuapse.

[16] A renewal of the offensive on October 21 smashed the 408th Rifle Division and forced its remnants to break out and retreat; by this point 17th Army's leading troops were just 30km from their goal.

On October 24 the Slovak Motorized Division of LVII Panzer Corps attacked westward north of the Tuapse road towards Mount Sarai, and captured it from 68th Rifle Brigade.

The troops who participated in the battles for the liberation of Warsaw, by order of the Supreme Commander-in-Chief on January 17, 1945, and a commendation in Moscow, are granted a salute of 24 artillery salvoes from 324 guns.

"[22] On the following day the 1103rd Rifle Regiment (Col. Grigorii Saveryanovich Cheprunov) was granted its own battle honor for taking part in the liberation of Sochaczew.