Fifty-thousand civilians are trapped as Iraqi forces prepare to take Fallujah back from Islamic State (IS).
Just 70 kilometres from capital Baghad, Fallujah was the first Iraqi city to fall the jihadists.
IS extremists are preventing residents from leaving, raising fears they could be used as human shields when Iraqi forces attack.
On the ground, IS says it's fighting back, but 70 of its fighters are dead, plus their commander.
Some women and children have managed to get out of Fallujah before 20,000 Iraqi troops go in. Under government siege, the fiercely Sunni city, where many support IS, is starving.
IS is stopping 50,000 people from leaving Fallujah, according to the UN, killing them if they try. People claim IS wants them as human shields.
"IS will fight hard for Fallujah -- symbolic because it's so close to Baghdad and because it was the first city the jihadists seized for their caliphate," says UN High Commissioner for Refugees spokesperson Melissa Fleming. "They fought bitterly before losing Ramadi. If IS lost Fallujah, they'd be pushed back to their 'capital', Mosul. But defeat at Fallujah wouldn't mean they're beaten in Iraq."
IS has lost approaching half its territory in Iraq, but it's not a spent force, as it showed with bombs in Baghdad two weeks ago.
Fallujah may fall, but until the Shia-dominated government can make Sunnis feel part of Iraq, it won't win the war, or the peace.