Muammar Gaddafi's troops closed on the rebel stronghold of Benghazi on Thursday, bombing its outskirts as international support grew for air strikes to halt their advance and protect civilians.
Gaddafi told Benghazi residents in a radio address they had nothing to fear if they lay down their weapons. "We are coming tonight... There won't be any mercy."
His Defense Ministry warned of swift retaliation if the United Nations Security Council, meeting in emergency session on Thursday evening, triggered military action proposed by Arab states and Western powers.
"Any foreign military act against Libya will expose all air and maritime traffic in the Mediterranean Sea to danger and civilian and military (facilities) will become targets of Libya's counter-attack," the ministry said in a statement.
A draft U.N. Security Council resolution backed by France, Britain and Lebanon would authorize a no-fly zone and 'all necessary measures' to protect civilians under threat. The wording appeared to hold open the possibility of air strikes in Defense of Benghazi.
The draft obtained by Reuters ruled out any "occupation force"; a nod both to Arab sensitivities and to Western capitals such as London and Washington already stretched by involvement in Afghanistan and Iraq.
"We are very concerned about the situation in Libya and the violence that is being perpetrated by the Gaddafi regime against its people," White House spokesman Jay Carney said.
"We are acting with a great sense of urgency together with our international partners to take the kinds of actions that we believe will protect Libyan citizens and move toward a situation where Gaddafi is no longer in power," he said.
Paris believes there is enough support to pass the resolution, scheduled for 2200 GMT (6 p.m. EST). Military intervention could follow within hours, a senior French diplomatic source said.
Any action could include France, Britain, possibly the United States and one or more Arab states, the source said. Diplomats told Reuters that between two and five Arab countries may join the military action.
TIDE IN MIDDLE EAST
Gaddafi, famously labeled the 'mad dog of the Middle East' by president Ronald Reagan in 1986, has described the rebels as dogs, rats and foreign agents. The month-old insurgency, he told a rally in a giant tent on Tuesday night, would be crushed and its backers scattered.
International diplomacy has moved slowly as Gaddafi's troops have cracked down hard on an uprising inspired by the overthrow of authoritarian leaders in Tunis and Cairo as well as mass protests in Bahrain.
Undersecretary of State William Burns said Gaddafi's forces had made "significant strides on the ground" and were now about 160 km (100 miles) from Benghazi.
The Libyan army, which has been attacking rebel-held cities in the east and west of the country, said it would halt operations on Sunday to give rebels a chance to surrender, Al Arabiya television reported.
Libyan state television said government troops had taken Zueitina, an oil port on the coastal highway 130 km (80 miles) from Benghazi, but the rebels said they had surrounded the pro-Gaddafi units on the approaches to the town.
In Benghazi, the city where the revolution began, residents and a rebel spokesman reported three air strikes on the outskirts, including at the airport, and another air raid further south.
Residential areas of Ajdabiyah, a strategic town on the coast road to Benghazi, was the scene of heavy fighting on Thursday and around 30 people were killed, Al Arabiya reported.
On the approaches to Ajdabiyah, burned-out cars lay by the roadside while Libyan government forces showed the foreign media artillery, tanks and mobile rocket launchers -- much heavier weapons than those used by the rebels.
In Libya's third city, Misrata, about 200 km (130 miles) east of Tripoli, rebels and residents said they were preparing for a new attack by Libyan troops, who had shelled the coastal city overnight. A government spokesman said Gaddafi's forces expected to be in control of Misrata by Friday morning.
Russia, China, Germany, India and other council members have voiced doubts about the proposal for a no-fly zone, but comment from Paris suggest they will at least abstain in the vote. Italy, a potential base for military action, ruled out military intervention in the oil-exporting country.
Secretary of State Hillary Clinton laid out the case for removing Gaddafi in a televised question and answer program with Tunisians.
"Tunisia knows very well that if Gaddafi does not go, he will most likely cause trouble for you, for Egypt and for everybody else. That is just his nature. You know, there are some creatures that are like that," she said.
Gaddafi, in an interview with the French daily Le Figaro, said his troops' aim was to liberate the people from "the armed gangs" that occupy Benghazi.
"If we used force, it would take just a day. But our aim is to progressively dismantle the armed groups, through various means, such as encircling cities or sending negotiators."
Asked if dialogue with the rebels was possible, he repeated his assertion that they were linked to the al Qaeda Islamic militant group.
"These are not people with whom we aim to talk, as al Qaeda does not talk with anybody."
On the fate of the rebel leadership, he said: "It is quite possible they will flee. Anyway, it's not really a structure. It has no value."