While Moskalenko was getting across the Don, Rybalko’s 3rd Tank Army also swung into action on the morning of 14 January, after a powerful artillery preparation from the 8th Artillery Division. General-major Vasily A. Koptsov led his 15th Tank Corps northwestward into the fog and struck the XXIV Panzerkorps near Zhilino. Not expecting Soviet armour, the German front in this area was only held by the
By 15 January, von Weichs was finally starting to react to the Soviet offensive by ordering Cramer to commit more of his German units and the Hungarian 1st Armoured Division to support the crumbling VII Corps. Hungarian morale cracked quickly once Golikov’s troops were across the Don in force and Soviet tanks began to batter at their thin defences. The Hungarian Armoured Division made some spirited counter-attacks against Zykov’s 18th Rifle Corps’ Shchuchye bridgehead, but suffered heavy losses. Cramer’s 26.Infanterie-Division bought valuable time, but was gutted by the Soviet avalanche coming across the Don and Cramer began a fighting retreat to the town of Ostrogozhsk. By 16 January it was clear that local counter-attacks had failed and that the Hungarian centre and right was on the verge of collapse. Rather than sending the two Sturmgeschütz Abteilung to support the Hungarians, Cramer kept both with his group and they managed to knock out seven Soviet tanks. Cramer’s withdrawal also left the Italian Alpine Corps exposed. In the south, Rybalko’s armour mopped up the remnants of the XXIV Panzerkorps and pushed toward Rossosh to cut off the Italian retreat. The only area that was holding was the German VII Armeekorps (from 2.Armee) at Voronezh, where remnants of the Hungarian III Corps were consolidating; Moskalenko pivoted Kravchenko’s 4th Tank Corps to threaten the 2.Armee’s left flank and to discourage von Weichs from attempting any counterstrokes from this direction.
Between 16–17 January, Heeresgruppe B’s front became unglued and all the Axis forces in this sector were in retreat. Gruppe Cramer was briefly surrounded at Ostrogozhsk but he fought his way through Soviet lines with his Sturmgeschütz blasting a path clear; both battalions suffered heavy losses and would have to be sent back to Germany for rebuilding. On 17 January, Koptsov’s 15th Tank Corps linked up with some of 40th Army’s advance units near Alekseevka, cutting off the Italian Alpine Corps and thousands of retreating German and Hungarian troops. A Soviet tank battalion from 12th Tank Corps rushed into Rossosh and caught the Italians by surprise, but two German Marder IIIs arrived and knocked out a number of Soviet tanks, causing them to withdraw. Nevertheless, Rybalko’s 3rd Tank Army had virtually closed the door behind the Italians and he focused his attention westward toward the rail junction at Valuyki, which he sent Sokolov’s cavalry to capture. Meanwhile, Hitler ordered von Weichs to stand fast – he promised help was on the way – and Heeresgruppe B ordered the Italian Alpine Corps to maintain its positions on the Don. Realizing that they were already isolated by Rybalko’s advance, the Italians ignored these nonsensical orders and began marching westward across the snow.