The Kostenki–Borshchevo localities include 26 Upper Paleolithic sites on the first and second terraces along the west bank of the Don River, near Voronezh on the central East European Plain. Geoarchaeological research from 2001 through 2004 focused on sites Kostenki 1, 12, and 14, with additional work at Kostenki 11 and 16, and Borshchevo 5. The strata are grouped into three units (bottom up): Unit 1, > 50 ka, consists of coarse alluvium (representing upper terrace 2 deposits) and colluvium, overlain by fine‐grained sediments. Unit 2 includes archaeological horizons sealed within two sets of thin lenses of silt, carbonate, chalk fragments, and organic‐rich soils (termed the Lower Humic Bed and Upper Humic Bed) dating 50–30 ka. Separating the humic beds is a volcanic ash lens identified as the Campanian Ignimbrite Y5 tephra, dated elsewhere by Ar/Ar to ca. 40 ka. The humic beds appear to result from the complex interplay of soil formation, spring deposition, slope action, and other processes. Several horizons buried in the lower part of Unit 2 contain Upper Paleolithic assemblages. The springs and seeps, which are still present in the area today, emanated from the bedrock valley wall. Their presence may account for the unusually high concentration of Upper Paleolithic sites in this part of the central East European Plain. Unit 3, < 30 ka, contains redeposited loess with a buried soil (Gmelin Soil) overlain by a primary full‐glacial loess with an associated Chernozem (Mollisol), forming the surface of the second terrace. © 2007 Wiley Periodicals, Inc.