Tuareg separatist rebels in Mali say they have surrounded the historic town of Timbuktu after a rapid advance through the north of the country.
Eyewitnesses say they have heard gunfire on the outskirts of the town reports the BBC and the regular army is reported to be in the process of fleeing its main positions.
The rebels earlier attacked the strategic northern garrison town of Gao, hours after overpowering Kidal, another town in the region.
The Tuareg separatists began a rebellion in the west African state in January, in a push to create a desert homeland.
