354th from the reserve enabled 16th Army to not only actively defend the line but to also go over to a partial counter-offensive on that date. By December 14 the division was fighting along the western bank of the reservoir of the Istra River, reaching Armyagovo with two companies before coming under organized German fire and being forced to pull back with heavy losses to their jumping-off position. Despite such occasional setbacks, the Germans were forced back from the Istra line by December 16 and over the next four days were continually pursued by 16th Army to the Ruza River. During this period the 354th was officially credited with capturing 130 motor vehicles, 13 guns and 30 tanks. During that month the 354th was reinforced with the 274th Antitank Battalion (12 45mm guns, 27 PTRD antitank rifles); in addition, each rifle regiment had its own company of 27 PTRDs, giving the division a very strong antitank defense for a rifle division of this period. At the same time, however, the 645th AA Battalion was replaced with the 307th AA Battery, with just 4 37mm guns. In early 1942 the 354th was further reinforced with the 516th Mortar Battalion. The division pushed on in the counteroffensive, taking the villages of Terekhovo, Kniazhevo, and Ignatkovo on January 20, 1942, but by now was down to the strength of an oversize battalion. Battles of Rzhev The division spent all of 1942 and early 1943 in Western Front. It was reassigned to the 5th Army in late January, where it remained until it was moved to the 20th Army in July, and then briefly to 31st Army before returning to the 20th. In late October the 516th Mortar Battalion, as well as the mortar battalions in each rifle regiment, were disbanded, and the weapons were redistributed to the individual rifle companies. In the late stages of Operation Mars, the 354th, now part of the 8th Guards Rifle Corps in 20th Army, and one of the few fresh units available to the Western Front command, was directed to attack German strongholds in the villages of Khlepen and Zherebtsovo, beginning on November 30. The division's assault briefly threatened the 2nd Battalion of the 13th Panzergrenadier Regiment with complete encirclement, but in the process the division had suffered "immense casualties" and could not complete its mission. The division then went back into Western Front reserves for rebuilding.