for most of my life, libya was a word with bad associations. libya meant gadhafi. libya meant terrorism. >> pan am flight 103 went down in a blazing fireball. >> libya meant a bad place where a comical, megalomaniacal dictator was the absolute power. nobody in libya, however, was laughing. >> reports of explosions. >> clashes between rioters and security forces. >> in 2011, what was previously unthinkable happened. the libyan people rose up and fought for their freedom. >> heavy battles raging around the libyan capital. >> they fought like hell. >> the rebels are about to force

gadhafi's complete departure. >> and they recorded the whole thing on their cell phones. >> libya! ♪ i took a walk through this beautiful world ♪ ♪ felt the cool rain on my shoulder ♪ ♪ found something good in this beautiful world ♪ ♪ i felt the rain getting colder ♪ ♪ sha la la la la ♪ sha la la la la la ♪ sha la la la la ♪ sha la la la la la la ♪ it's amazing arriving here after all you see on tv these

days that libya is, in fact, functioning at all. but it is. the fountains across from the kornish are operating. traffic works, kind of. at the radisson, club sandwiches arrive on time in the lobby. the occasional flash of camo and a security scanner are the really only discordant notes. >> don't want to take the video -- >> you don't, okay. >> inside the old part of the city, men slaughter a camel, while a girl records it with her ipad. >> no? okay. he said no. kids are setting off fireworks in the medina. incoming. tomorrow is the prophet muhammad's birthday, and people

who have not known freedom for nearly 50 years are ready to celebrate. martyrs square is filled with families, kids, teenage skater boys and hotshots on motorcycles. it's wild. and almost giddily happy. young men in the camouflage pants of the militias, most of whom were civilians until last year, do their best to sporadically keep order or just join in the fun. every kid above the age of 5 seems to have been issued a lighter and a fistful of fireworks. ambulances idle on the margins

of the square to treat fireworks-related injuries, of which there will be many. >> no, no, no! >> that was good. >> this is tripoli after 42 years of nightmare. how to build a whole society overnight and make it work in one of the most contentious and difficult areas of the world is what people are trying to figure out.

>> so, before the war, did you think it would ever be possible? >> no, no. >> did you dream some day this will change? >> no. in gadhafi's country, you cannot say a word. you get killed. that's it. it was impossible. then i joined the group, you know? >> right. >> the militia. >> omar is young and was even younger when the fighting started. he, like so many libyans from around the country and many who had left, heeded the calls for revolution on facebook and twitter. they fought in tripoli, benghazi, misrata and everywhere in between. who won this war? young people or everybody? >> everybody. but the young people, they started it. >> what was your day like as a revolutionary? >> you keep one thought in your mind. you do this for the next

generation, for a better country, for a better life. >> you have a future now. >> yeah. >> before, people -- >> there was no future in libya before gadhafi's regime. we were slaves for gadhafi. >> oh, this looks good. >> yeah, it is. >> barracuda is a seafood restaurant just outside of town on the mediterranean coast. >> one of the best foods in libya, i think, the seafood. >> the menu is not printed on paper. it's laid out right there for you on ice. >> we have dote -- >> what do they do? they just grill that? >> yeah, they grill it. some garlic, some sauce. it's really awesome. >> you pick out the stuff that interests you from the daily catch. okay, let's get one of these, one of these. >> some shrimps. calamari, too. >> and they cook it for you the way you want. >> grilled dote. >> oh, beautiful. wow. that's delicious. >> this is the stuffed calamari,

libyan style. so many seafood stuffed inside of it, like a turkey. >> mm-mmm, good sauce. man, we are living large today. >> yes, we are. >> so what were you doing before the war? >> i was a travel agent. >> you were a travel agent? >> yes. and i was studying, too, medical school. >> many of the people who started the revolution who fought in the streets with makeshift weapons were like omar, medical students, garage mechanics or simply teenagers. they transformed themselves in a matter of months from kids playing playstation to hardened fighters and field medics. >> nobody believed that he can be removed, really. >> extraordinary. >> yeah. >> how quickly after the uprising started did you begin to think that, wow, this is possible, that we might actually win? >> the first day. >> first day?

>> yeah. >> the day before, you figured, impossible. >> it's impossible. >> we'll be stuck with this son of a bitch forever. >> forever. >> and then a few hours later, it's like, wow, this might work. >> seeing groups with you going toward the martyrs square, demanding their rights, at that moment you feel that you can do anything, that this -- you can -- this is going to happen. if it didn't, well, i'll die trying to do it. at least we'll die like men doing it. ♪ >> so much has changed around town. so much is changing. new music, graffiti. these things, they mean something. ♪

>> but centuries of strict social and religious values keep some things solidly the same. alcohol, for instance, is strictly forbidden. men and women follow hierarchal roles as before. since the revolution, there's a tug-of-war over what is acceptable. ♪ >> outside a mosque in the medina, men fill the narrow street to celebrate muhammad's birthday. ♪ snacks are passed around. women watch and record from the rooftops.

♪ ♪ >> there aren't a lot of conflicts in the world where there's a clear bad guy. clearly, there was a bad guy here. >> exactly. i mean, the one thing about gadhafi is he believed he was the most important human being almost that ever existed. i mean, he changed the names of the months, he changed the dates of the islamic calendar, such a megalomaniac. and as you well know, anyone outside, you mention the word libya, everyone would just say, gadhafi. >> yeah. >> gadhafi stole the identity of libya.

>> michel cousins is the co-founder of the english language paper "the libya herald," and has known several different libyas in his lifetime. >> for so long, the news has been the personality. gadhafi turned up to open a shopping center. gadhafi turned up to open an envelope. those of us who knew libya, who knew it was another libya, a wonderful people, would talk about it as you would talk about a dead person. do you remember this? do you remember that? then in february 2011, suddenly there was resurrection. the dead came back to life. >> we meet at a libyan coffee house, a traditional, male-only sort of a joint. cafe culture is big here. a holdover from the days of italian colonization when mussolini tried to rebuild rome's long-lost empire. >> it's just been the most amazing experience, seeing the rebirth of a country, of a people.

>> i mean, last night's fireworks. there was a general sense of exuberance bordering on anarchy. i mean, i felt very happy here last night, if somewhat in peril. >> it's christmas. it's whatever, it's the fourth of july rolled into one. but also, there are people who are trying to stop it, sort of puritans, extremists, we won't say militants. and what has happened is that people want to come out in defiance of that. they're showing, we want to have fun. and remember, for a long time in libya, you couldn't have fun. the biggest misconception is that the place is turning into another afghanistan or iraq, where you have bombs going off, attacks, but it's not, as you've seen. libyans have gone through an awful time having fought for freedom. people have died. people have struggled. and that's going to hold them together. ♪ ♪ ♪ move your career forward. here's how: we work with leading employers to learn what you need to learn so classes impact your career.

while helping ensure credits you've already earned pay off. and we have career planning tools to keep you on track every step of the way. plus the freshman fifteen, isn't really a thing here. and graduation, it's just the beginning. because we build education around where you want to go. so, you know, you can get the job you want. ready, let's get to work.

kids are selling fireworks across from the marcus aurelius arch. one is constantly reminded that libya was once a vital part of the ancient roman empire. that was nearly 2,000 years ago. tonight, i was told, was going to be an even bigger, wilder celebration in martyrs square,

but something has happened since last night. the british foreign office has just told all uk citizens to leave benghazi, libya's second largest city, due to an unspecified threat. the libyan government, such as it is, has denied any basis for such drastic action. a lone cherry bomb now and again, an awkward flurry of roman candles. the buzz of last night's chaotic partying parched, big time. whether or not this is a result of the larger geopolitical situation, the vibe towards this western film crew seems apprehensive, uncertain. the following day feels better, somewhat.

fresh produce is for sale on tripoli streets. if you were a small restaurant or shopping for a big family, you'd bring cash, a wheelbarrow, and load up with what you need, but the revolution has brought changed tastes. libyans, especially young libyans, hunger for more than just freedom. ♪ >> they hunger for places like this. kentucky fried chicken -- uncle kentucky fried chicken. >> uncle kentucky. >> okay. the colonel and his buddies, the king and the clown, have not quite made it here, given the uncertainty of the situation. so, in the meantime, places like this have been popping up. uncle kentucky.

awesome! ♪ >> do you know where kentucky is? >> kentucky is from usa. >> a part. yeah. >> yeah. >> this place is new? >> yeah, is new. before gadhafi -- >> impossible. >> yeah. and now, it's normal. >> oh, that's nice. >> how you found it? >> spicy delicious. johar, like many libyans his age, fought to overthrow gadhafi. he was there, gun in hand, when they stormed gadhafi's palace compound. happy? excited? good day? >> give to me nice feeling, nice feeling that gadhafi -- he killed my cousin! should i should be feeling? exactly, i'm feeling good, because i want to kill him. i don't want to see anyone dying more. he has killed for nothing! the first time i think that killing people is bad, but he's leave me do that, because if i

don't kill him, he's kill me. >> right. it's nice to see freedom. it's nice to see the bad guy gone. it's nice. i feel welcome here. >> finally, we say no on him. he's now died. that's what we wanted. >> to johar, a few pieces of greasy fried chicken eaten in a brightly colored fast-food setting means something more than a calorie bomb. >> that's why we are fighting. that's we why give our blood for my country, because i want the feeling that -- the taste of freedom. >> the taste of freedom. >> is nice taste. ♪ >> food place, good? >> good.

good food. ♪ >> outside tripoli's center, there's this. one-time axis of all power and untold evil, a huge complex of sinister offices, barracks, residences on top of a rabbit warren of secret tunnels and underground facilities. the bab al azizia, gadhafi's enormous compound. most everything belonging to or associated with gadhafi was destroyed. nato continually bombs strategic locations within the compound,

and on august 23rd, 2011, it fell to the rebels, gadhafi and his family having fled. this is what's left of gadhafi's palace. ♪ ♪ >> so, when's the last time you were here? >> last time is when the revolution is finishing. the machinery is going in the first fighting. after that, the people, always have the guns. after them coming lot of people, normal people, listening about

something expensive here, like the salt, like the gold -- >> pardon? >> stop, stop now. >> what? >> he wants us to stop filming right now. >> okay. while talking, we didn't notice several pickup trucks of local militia had closed in on us. >> stop, stop, stop. >> i've stopped. >> you stop. >> just relax, relax. >> no, relax, relax. >> what's happening? >> this is their turf, or their area of operation or somehow under their control. whatever the case, they're the group in charge today. an argument ensues between our guys and their guys, all of whom fought against the same forces on this ground a year ago. >> they need an authorization just for this place. >> delete the tape and leave. they say you have to delete what you've got. let's leave. >> okay.

let's go. >> let us go. go. go. >> hold it down. >> hold it down. hold it down.

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♪ ♪ libya has denied that there is an imminent threat to the safety of westerners in benghazi. now, this follows britain's advice on thursday that westerners should get out of the city, warning of a specific and imminent threat. >> if you follow the news, you'll be reminded about how the lack of centralized power in the wake of the 2011 conflict has seen an increase in islamic militancy in libya. >> westerners and libyans are still very concerned. >> what you see is not encouraging -- kidnappings in algeria, unrest in mali, terrorist cells to the south, deadly riots in egypt, and of course, extremist attacks in benghazi that killed the u.s. ambassador. all those things are very real concerns.

but if you only look at what's on the news, you can miss maybe what's a bigger picture. another morning in tripoli and life goes on. vendors are out, people go about their daily routines. >> this is our traditional breakfast. >> what is this dish called? >> an overstretched doughnut, i suppose. >> right, with an egg. >> with an egg on top. >> what's a little pancake they put on top? that's just to hold the egg in? >> yeah, just to hold the egg in. it's like a hat to cover up something. you can get them with cheese, you can get them with chili paste, you can have them with honey, with sugar. >> how do you like yours? >> i like mine cooked, to be honest. >> really? what's the name of this neighborhood? >> this is the cradle of the revolution. >> this was the first neighborhood to rise up? >> yes.

this is the first place to rise up. >> why do you think this neighborhood? >> it's an impoverished neighborhood. it's been always lied to by the regime. they made them feel like they're not from this country, to be honest. >> uh-huh. >> we start with this and we go for it. >> oh, yeah. dip it right in the egg. >> dip it in the egg. >> delicious. so, where were you when it all started? >> i was in london. well, actually, manchester at the time. >> why? >> by the 27th, i was in libya. >> we went out to see his house yesterday, the compound. >> uh huh. i was one of the guys who entered from the southern gates, the unloading gates. >> akram is in the security business, a thriving industry here, as you could probably imagine. a lot of things happened in a lot of different parts of the country sort of simultaneously. kind of amazing that all of these people came together very fast. >> how did it happen? >> yeah. >> easy, twitter. >> twitter? >> yeah. >> it was really like that? >> yes. >> we went so much information

to nato via twitter. we get a phone call from tripoli or benghazi or whatever. we get the coordinates via google earth. >> right. >> we verify that there is a location there that needs to be hit, send a tornado at nato and then it's gone. >> really? >> yeah. >> how does that feel knowing you can call in a tomahawk missile over there? >> it's out of the movies. >> did anyone think it was possible that in their lifetime they were going to see the end of this son of a bitch? most people are telling me they never dreamed. >> i don't know if you call them dreams, hopes, wishes. it was just something in the sky, something i look at every night. >> right. >> but when i hit that point and got into misrata and stood on gadhafi's body, any dream will come true. >> what's the situation now? >> it's fluid. it can swing any direction. >> well, look, what happened in benghazi a few months ago, i mean, what does this mean to the country? >> i think there is a dark, mysterious hand that doesn't

like this country to prosper. they see system and organization as a big enemy to them. these concerns are slowly getting diminished. it is a matter of time before we can get rid of them. >> how hard do you think that's going to be? >> not hard at all. we got rid of gadhafi. nothing else is hard. >> i like your attitude. the fluid situation in libya has been intensifying since our arrival, and we've had to change our behavior, constantly moving. should i be wearing one of these cool, like, journalist safari jackets at this point? so, it seemed a good time, or maybe not -- >> saddle up. >> -- to go to misrata. >> okay, guys, we can go. >> roger that. >> since the revolution, misrata has been the most secure city in libya, but over the last two weeks, in a hail of bullets and hand-thrown grenade attacks, an imam, security forces and a

police officer have all been killed. >> i want you to move forward. you can come past me. >> all along the narrow, congested highway, there are checkpoints manned mostly by local militias, and i want to stress, most of them are friendly enough. we are, however, in a hurry to get to misrata before dark. traveling at night around here is not advised. ♪ >> drop the camera. >> yep, yep. >> stop the camera. stop the camera. >> stop. >> pulling into town after dark, it doesn't feel like a happy place to be right now. misrata was where some of the

fiercest and most heroic struggles of the war occurred. resistance was the most determined and the response by the gadhafi forces especially merciless. we've just learned that earlier in the day, a city councilman who was a hero of the revolution was assassinated, and it's not clear who's responsible. misrata is on full lockdown. >> another checkpoint. >> looking around at the price this city paid for freedom, you can see why they don't want to lose what they fought so hard for.

morning in misrata. >> how's the vibe? >> it's all quite quiet and still at the moment. >> daylight reveals the extent of the fighting that took place here not so long ago. >> this here used to be a vegetable market. clothes, one of gadhafi's soldiers' clothes. >> he left him here and ran? >> yeah. that's what they did in tripoli. we head to the city. just lose their clothes and run away in the streets so nobody would know who are they. >> this is hanid, one of the guys we called the misrata boys, basically militia members from the area who looked out for us here and in tripoli when things

started getting hinky in neighboring algeria and in benghazi. this is a serious tank. his job these days is hunting down former gadhafi supporters. so, the gadhafi forces rolled in. they would use these tanks to fire on -- >> around the city. >> around. >> yeah. it was full of tanks here. this was the operation room. >> now, if you had any doubt about the terrible odds these young revolutionaries were facing during the early days of the fighting, especially in the months before nato came in with air support, check out misrata's war museum. what did this fire? >> this fire a rocket, homemade. and there's a rocket here, over

here, and fire, yeah. >> you had to have some serious courage to ride around with this thing. >> why? we trust our people. there's a lot of homemade things here. this is homemade, too. fires big rockets. this is garage homemade, this one. this was from a helicopter. >> yes. >> we got it and got it in the cars. >> you took it off a helicopter and put it on a car? >> yeah, uh huh. and you know what this is for? an old motor. >> it's basically a crossbow that fires molotov cocktails. >> molotov and tnt, sometimes. >> you're shooting this at people who have mortars. >> and tanks. >> tanks. >> tanks, yeah. >> you're shooting this at tanks? >> yeah, because that's what we got at the time. >> it's what you had. it's awesome. >> the next president of libya, the one who's going to be in charge, this is his chair. he has to think twice before he sits on it. >> so, never screw your people. >> yeah, never screw your people. >> yeah, i'd remember. >> and here, these are gadhafi stuff. >> this was all taken from the

compound. >> some of it. it's mixed. that's his ak, his chair. >> preferred hair products? >> his shaving kit. see, he was wearing a mask. >> oh, his beauty mask. >> yeah. >> i could use some of that. >> it's gadhafi. he's beautiful, you know. and this is the first martyr of misrata. >> that's the first. >> yeah, that's the first one. >> who was he? not a soldier. >> no, no, no, just a normal guy. they went out to protest the first rally, and somebody come in and shoot him. so, next day, the whole city came out. that's when everything started. >> these are photos of those killed during the uprising, combatants and bystanders alike. >> her name is muna. she was 6 years when she died. >> shelled in their homes, tortured to death in prisons, shot by snipers. >> look at this kid.

he died with the victory sign. they killed him like with a grenade. that's his lucky day. >> yeah. >> you know what he was saying? he's saying "what's going on, guys? why? why my sons? why are you doing that?" we still have the t-shirt with the blood in it. >> do you know any of these people? >> yeah, i know a couple of them. i knew a couple. this guy's egyptian. >> not even his fight, but he came.

>> no, but he didn't want to leave. four of them, they died in sert, and they died in tripoli. these are brothers and sister. one, two, three, four. they died on the same day, the same house. and the mother, when we found her, she was holding the kid. they were both dead and holding each other. it was a very sad moment. ♪

that's how you turn a corner in misrata. >> i don't know if you noticed, i'm going full blitzer on this shoot. the mediterranean sea defines libya's northern border. in shacks built along the coast, people get together on weekends to do what people do everywhere in the world in one form or another since the beginnings of

society. like barbecue? who does not like barbecue? there he is. they sure like them here. chase down an animal. kill it. cycle of life. cut it into pieces. and throw it on a flame. >> so, all of these people are freedom fighters, ex-freedom fighters. >> right. >> so, now just chilling, having fun, making barbecue. >> to start, they grill a lamb in small pieces with a few veggies. >> not a beer, but something like it. >> i've been a week without alcohol of any kind, and i'm enjoying my new, clean-living lifestyle. that's hospitality. i've said it before, i'll say it again, barbecue may not be the road to world peace, but it's a start.

>> people in misrata, good. >> yeah. >> relax. >> laid back. in american, laid back. a stew made of kidneys, liver and heart served family-style. feel free to eat with hands. right hand only, please. >> good food. >> and a really traditional thing left over from the italians, basically, pasta with ragu. what's this dish called? >> abuke. >> abuke. >> because the sound, bok, bok, bok, means it's ready. >> it's good. so, the italians left you one nice thing. a few nice buildings and pasta. >> and pasta, yeah. >> so the story of misrata, the story of libya, seems to be ordinary people suddenly called upon to do extraordinary things. where were you when war broke out?

>> i was in canada, montreal. >> studying medicine. >> yes. >> dr. jihan put her medical studies on hold to help tend all manner of horrible war injuries. what kind of procedures were you doing on a regular basis? >> oh, everything, everything, without prior practice and knowledge. so, you just, like, kind of in the situation try to pick up things. >> how many patients did you treat a day? >> 60, 70. >> 60 or 70? >> it was a lot. like, the whole hospital was full. >> when you heard he had been killed, what did you feel, relief? >> i felt relieved. i was, like, realizing that, okay, it's over. i'm trying to heal my own wounds, because in the middle of it, you just go, go, go, and you never realize how much injuries and trauma you get inside yourself. >> right. >> because we probably never think, like, we're going to survive and have a free libya or anything, because it is just going with the state of mind that i'm going to do myself and i'm already in peace with myself if i die.

then you find yourself here now, and it is like, now, it is the gray area. >> jihan risked her life along with the men, but traditional and high-bound rules of conduct do not allow her to sit with them during dinner. she's relegated to what might be the called the kids' table. what can one say, we who think of ourselves as more enlightened in this area? i don't know. rightly or wrongly, i said nothing. what does freedom mean? i don't know that either, i guess. for sure, it does mean the freedom to enjoy an afternoon no one thought possible only a little while ago, the freedom, at least, to joke, to laugh, to be for a while relatively carefree. >> misrata, libya.

♪ ♪ [ honking ]

the road to tripoli, a healthy breakfast. ooh, liver sandwich. when they talked about a high-risk environment, i think they were talking about this. it's good! >> halfway back to tripoli, the magnificent ruins of leptis magna, arguably the most intact remains of a roman city in the world. it's worth noting that the at one time, the emperor of all rome was himself libyan. that's pretty amazing. born right here.

someone chipped off all their dicks, not that i was looking. anywhere else in the world, this place would be overrun with tourists. but look, no one. you're free to wander as you wish. quite a backdrop, you know? you're seeing a little dinner theater production of "our town" a couple of thousand years ago. not bad. the only other visitors today are a troop of libyan boy scouts. bizarrely enough, gadhafi himself was once a scout and this was one of the only organizations allowed to remain independent of the government. maybe i should go down there and introduce myself to some former comrades, exchange some boy scout lore. yes, yes, i was once a boy scout, too.

hello. drilled into their heads is something that was long ago drilled into mine. i promise to be trustworthy, loyal, helpful, friendly, courteous, kind, obedient, cheerful, thrifty, brave, clean and reverent. [ speaking foreign language ]

>> you know, it's been a really difficult shoot for a whole lot of reasons. it's not easy to shoot here. but in spite of all of that, for me, this was a happy show. it's libya. they were supposed to be the bad guys, a bad country filled with bad people, right? i don't think so. i met a lot of really nice people here. nobody is saying we're going to be perfect tomorrow. everybody seems to be saying, you know, look at us in five years. today, that's a pretty reasonable attitude. >> new libya! >> this is a place that's filled with a lot of extraordinary people who have done extraordinary things on very short notice, under very difficult circumstances and at a

very difficult time, who are continuing to do the best they can, and i wish them well. -- captions by vitac -- www.vitac.com good morning, everyone. >> a warm welcome to our viewers in the u.s. and around the world. this is enextended edition of cnn newsroom. >> pings heard in the indian ocean are from the missing malaysian plane's black boxes, it's thought. pro-russia protesters stand firm in government buildings in eastern ukraine. >> and puts him on top of the leader board at the masters.