Rebels build base in Benghazi, prep for battle

>>> germany says it has conducted a secret military air mission into the libyan dez tort extract some of its citizens from the embattled country. britain's royal air force has also staged its own stealthy evacuations amid fierce of violence is about to get even worse . nbc's richard engel is in the key rebel strong hold of benghazi . richard, good evening.

>> reporter: good evening, lester . as you mentioned, foreign governments are extracting their citizens here. everyone on the ground expect that this conflict will escalate even further. foreign workers are escaping libya in droves. according to the united nations , 100,000 people have fled libya since fighting began, all but stopping libya 's economy. foreign works ran libya 's oil industry . now, oil fields are still. exports largely halted. people are leaving because of scenes like this. an internet video appears to show gadhafi 's forces executing rebels in the streets of tripoli . the violent may have been too much even for gadhafi 's ukrainian nurse, described in a cable as a voluptuous blonde always at his side. now she has returned to kiev. but his son denies the opposition is killing the regime and in interviews with former media with itn's channel four. your father lost control of ben glaz gaz zi, he must be disappointed. he must feel this is a big blow .

>> in benghazi there's 1.5 million people and they are talking to us and calling us, people that are afraid of the militia on the ground, because the militia, armed militia .

>> do you think he will ever get back the parts of libya that he has lost?

>> libya -- ben gasz.

>> is part of libya .

>> what spir visit your father in?

>> very good. morales are very high.

>> reporter: in benghazi , the people don't seem frightened. they are building a new country here. today, the opposition distributed food, banks reopened. the opposition even named an independent government of what they now call free libya . and free libya is building an army. at an old court building in benghazi , they have already collected the names of thousands of volunteers. most want to go to the front lines. others do donate money, cars and weapons. the rebels are keeping some of the heavy weapons here there are artillery rounds, rocket-propelled grenades and what appears to be a box of live grenades. they say that most of the weapon have already been sent to tripoli . the rebels know gadhafi and his family will hang on to tripoli as long as they can. they say they plan to take the city by force. both sides now seem to be consolidating their forces, lester . the rebels here in benghazi and there are reports tonight that gadhafi 's forces are planning a cou counteroffensive around tripoli .

>> are any of the rebels talking about what a postgadhafi government might look like and the risk that libya could become a failed state ?

>> reporter: there is a risk that it could become a failed state . for 41 years, this country has had no real institutions at all. gadhafi has run it like a cult of personality . there's no constitution. there's no parliament to speak of. so they know they will have to start from scratch. right now, today, they were trying to put a leadership together, even here in benghazi , but so far, they don't have a consolidated leadership in this city alone, let alone a national plan. lester ?

>> richard engel tonight. thank you.