A woman and a child take cover on the street in Goma in the Democratic Republic of Congo.
Others run for their lives.
On Monday the Congolese army attacked rebel positions in Goma.
The operation comes just hours after the Kinshasa rejected the rebels 24-hour ultimatum to open talks or face an onslaught.
The government dismissed the demand for truce talks, saying that the insurgent force pushing towards Goma was merely a tool of neighboring Rwanda.
Now some fear that the worst fighting in the area in four years will only intensify.
With civilians fleeing the city there are also fears of a new humanitarian crisis.
The country was hit by wars between 1994 and 2003 which killed about five million people.
Congolese army fires at rebel bases (1:02)
Nov. 19 - Congolese army attacks rebel positions using mortar and machine-gun fire outside the provincial capital of Goma. Deborah Lutterbeck reports. ( Transcript )