Rendulic committed his corps reserve, the 36.Infanterie-Division (mot.) to delay Panov’s 1GTC and Model agreed to transfer the 2. and 8.Panzer-Division to this sector. However, this was not Model’s only crisis. General Vasily D. Sokolovsky’s Western Front had attacked the LIII Armeekorps near Ulyanovo with the heavily-reinforced 11th Guards Army (11 GA) under General-polkovnik Ivan Bagramyan. In this sector, everything went right for the Red Army. Bagramyan massed six of his rifle divisions and several guards tank brigades, supported by the 8th Artillery Corps, against a single German division – the 293.Infanterie-Division. This unit was hard-hit by the concentrated Soviet artillery preparation, then bombed by the 1st Air Army (1VA). Since Luftflotte 6 had committed all its resources to stop Popov’s Bryansk Front, it had nothing left to prevent 1VA from achieving air superiority over this sector. When Bagramyan’s infantry attacked with tank support, the 293.Infanterie-Division collapsed and the Soviets surged forward. The Germans had one chance to stop or delay Bagramyan’s breakthrough, since Generalmajor Ernst Fäckenstedt’s 5.Panzer-Division (with 100 tanks) was deployed only 30km away in a reserve assembly area. The LIII Armeekorps immediately requested Fäckenstedt to reinforce the endangered Ulyanovo sector, but instead he took his time assembling his division and then elected to move toward the right shoulder of the Soviet breakthrough, rather than meet it head-on. Fäckenstedt’s feckless action was the result of his lack of command experience, since he was a career staff officer who was pressed into command of a Panzer-Division due to the lack of other qualified candidates. Germany’s panzers in 1943 were no longer led by the likes of Rommel or Guderian, but oftentimes by mediocrities such as Fäckenstedt. Since Fäckenstedt did not immediately counter-attack Bamgramyan’s breakthrough, the 11 GA was able to advance more than 10km on the first day of Kutusov. Adding to the crisis atmosphere, the 61st Army from the Bryansk Front staged a separate attack north of Bolkhov, which managed to cross the Oka River and create another small breach in PzAOK 2’s front. Shortly thereafter, the Soviets inserted the 20th Tank Corps into this bridgehead.
Model began to redistribute his armour from the Zitadelle battlefields to stop the offensives of the Bryansk and Western Fronts, but it was not until 14 July that Hitler gave him authority over all German forces in the Orel salient. Assuming that Fäckenstedt’s 5.Panzer-Division would delay 11 GA, Model decided to focus first on defeating Popov’s Bryansk Front. He transferred 26 of the remaining Ferdinands to Rendulic’s XXXV Armeekorps and requested all Luftwaffe air support to concentrate in this sector. He also sent the 12.Panzer-Division to contain the 61st Army’s attack. The Ferdinands from Panzerjäger-Abteilung 653 were deployed in excellent defensive positions and when Popov’s armour attacked again on 14 July, their long 8.8cm guns picked off 22 enemy tanks at long range.{133} Popov’s advance was slowed to a crawl.
However, Fäckenstedt failed in his mission to contain 11 GA’s breakthrough and Bagramyan’s assault troops tore a wide gap in the LIII Armeekorps front near Ulyanovo on 13 July. Satisfied that he had achieved a tactical breakthrough (e.g. the enemy’s front line was torn asunder, but no penetration in depth yet), Bagramyan committed his exploitation force into the gap: General-major Vasily V. Butkov’s 1st Tank Corps (1TC) and General-major Mikhail G. Sakhno’s 5th Tank Corps (5 TC). This mass of Soviet armour advanced southward, past the ineffectual 5.Panzer-Division, slaughtering rear-area units in their path. The only thing that saved the Germans from complete disaster was that the breakthrough occurred in a remote area that was heavily wooded and the only roads were forest trails. The terrain slowed Bagramyan’s breakthrough just enough for Model to pivot his attention and dispatch the 12., 18. and 20.Panzer-Division toward Ulyanovo. Schlieben’s 20.Panzer-Division was the first to encounter Bagramyan’s advancing armour on 14 July, but opted to conduct a mobile delay against Sakhno’s 5TC, rather than launch a hasty counter-attack. Like Fäckenstedt, Schlieben was no Rommel. Nor was the Luftwaffe able to help much initially, since Luftflotte 6 was now engaged against three Soviet air armies and was unable to maintain air superiority over multiple sectors. Fuel shortages also began to impact Luftwaffe operations at this critical moment. When Luftflotte 6 tried to slow Bagramyan’s advance, Soviet fighters from 1VA shot down five Bf-110 fighter-bombers and 15 bombers – this was definitely not the kind of warfare that the Wehrmacht was accustomed to in Russia.{134}
As if Model did not already have his hands full fending off both the Western and Bryansk Front attacks, Rokossovsky’s Central Front joined Operation Kutusov on the morning of 15 July by attacking AOK 9’s salient near Teploye. Major Sauvant’s Tigers occupied excellent overwatch positions on high ground and they proved a formidable obstacle to the Soviet 16th and 19th Tank Corps. Over the course of 15–17 July, Sauvant’s 16–20 Tigers knocked out 54 Soviet tanks at the cost of only two Tigers destroyed.{135} Nevertheless, Model could not hold off three Soviet fronts indefinitely, even by shuffling his Panzer-Divisionen around the perimeter of the shrinking Orel salient. Instead, Model opted on 16 July to pull AOK 9 back to its original start line for Zitadelle and leave just 4.Panzer-Division and Sauvant’s Tigers to hold off Rokossovsky, while he shifted the rest of his armour to deal with Popov and Bagramyan. Model sent Harpe to lead the effort to contain Bagramyan’s breakthrough. Luftflotte 6 also received significant reinforcements, including Hans-Ulrich Rudel’s anti-tank Stukas from III./StG 2 and Hauptmann Erich Hartmann’s III./JG 52.{136} Harpe used the 18. and 20.Panzer-Division to block Sakhno’s 5 TC while Luftflotte 6 tried to gain air superiority from 1 VA, but failed. Luftwaffe aircraft losses over the Orel salient mounted rapidly and Luftflotte 6 was unable to give Model the amount of air support needed to mount successful counter-attacks on the ground. Rudel was shot down (but survived) and even Erich Hartmann’s elite Jagdgruppe had its hands full with 1 VA’s more numerous fighters.{137} Bagramyan continued to advance, but Zhukov denied him further reinforcements for the moment and demanded that he push east toward Bolkhov rather than south to cut off the Orel salient. Zhukov was apparently worried about pushing too much armour off into a void when he knew that Model still had powerful mobile reserves and he decided to reign Bagramyan in and conduct Kutusov in an orthodox, set-piece style rather than as a bold battle of manoeuvre. Zhukov had been defeated by Model in the Rzhev salient only seven months prior and now decided to play it safe – which saved Model’s two armies from encirclement.