On the 11th of November the Germans launched an offensive in the Barrikady district with elements of two infantry divisions, backed up by five especially formed pioneer battalions, armed with satchel charges and flamethrowers. In addition two assault gun detachments supported the main effort. Much of the blunt of this blow fell against Col. Ivan Lyudnikov's 138th Rifle Division. Six days later, his forces had been reduced to a mere 138 combat effective men. A figure of 358 wounded sheltered near his command post, who could not be evacuated because German fire interdicted the Volga in the area. Lyudnikov and his men continued to hold out in an area that was not much larger than a horseshoe-shaped 450 by 600 meter pocket nicknamed "Lyudnikov's Island".
Attacker: German (Elements of Infanterie Divisions 305 and 389, 6th Army and elements of Infanterie Regiment 578 and Panzer Battalion 50. Also elements of Infanterie Regiment 577 and Pioneer Battalion 336, Infantrie Regiment 546, Pioneer Battalion 45 and Sturmschwadron 24)
Defender: Russian (Elements of the 138th Rifle Division and Division H.Q., 62nd Army and of the 344th and 650th and 768th Regiments and "Zagrad Otryadi" NKVD Blocking Detachment)