Sebastopol is the most important Russian port, and the pride of the Soviet Union. The majority of its fleet is based there. It is also a fortress which has been constantly improved and reinforced since the Summer of 1941 (Operation Barbarossa). The garrison is reinforced by elements of forces from the evacuated Odessa (another port on the Black Sea, occupied by the Germans), as well as by a number of marines from the Black Sea fleet.

The fortress is constructed in the fashion of the Maginot Line. Two circular concrete fortifications, machine gun holes, anti-tank guns, pits, heavy artillery batteries, all on a naturally defence-favouring terrain.

This is populated by 106 000 men (7 infantry divisions and 1 un-mounted cavalry division), 600 guns, but only 38 tanks and about 50 planes, grounded in the face of the Germans. These troops are highly motivated (by necessity! A Soviet soldier generally had the choice between dying by German bullets or those of his politcal superiors and the NKVD, he was always fighting against a merciless enemy).

The following text was found inscribed on a wall in Kamichli (north-east of
Sebastopol):
«Russia, my country, my birthplace. Dear Comrade Stalin! I am a sailor from the Black Sea, a son of Lenin, and I have fought as my father told me to fight. As long as my heart has beaten in my chest, I have fought these savage beasts. But now I am dying. Kill these facsist dogs! I have been true to my soldier's duties. Kaluyzhnyi.».