SITES: We were in the same area that Ben Wedeman was, in Kirkuk. We came in early this morning, and we saw the city kind of in joyful celebration. What we decided to do was to come out and probe the parameters around Kirkuk, and actually find out how far the Iraqis have fled outside the city. We drove by the El Halid military compound. That's a compound that we've been talking about in our three weeks of reporting, that the coalition forces have hit time and time again. 

We saw many people leaving the compound, they had shed their uniforms and were moving down the road toward Tikrit. The road that is right behind me is basically the road to Tikrit. We drove down there, and we thought we were coming across some Peshmerga soldiers, but what we did when crosses the bridge, we actually ran into a group of Iraqi soldiers. 

Now we can't say what unit they're with, but they were wearing red berets, and I think the red beret may be the insignia of the Republican Guard. 

Now, they weren't very happy to see us. They were very concerned that we were in the area. We told them we were CNN. They weren't angry. They didn't wave their guns at us, but they made us clear the area very quickly. 

And right now, we're about 3, 000 meters from where they're at. There's a river at that juncture, and they are actually loading boats and trucks, and it looks like they're trying to make an escape from this area. 

Now we just also heard the sounds of B-52 bombers nearby. The American soldiers in this area may know that these soldiers are here and may be pinpointing their position. So at this point, although Kirkuk has been taken, although it is in the hands of the Peshmerga and U.S. Special Forces, here on the outskirts, 20 kilometers southwest of the city, there is still an Iraqi frontline. How long that will hold we're not sure, but they're here and they're here in force -- Paula. 

ZAHN: Kevin, can you give us a sense of how many Iraqi forces you're talking about who are in retreat? 

SITES: Well, as we were driving down this road, you can see just dozens of soldiers moving down. Now, they don't look like soldiers anymore. They've shed their clothing, but we stopped and talked to them, and our translator is convinced that they're Iraqi soldiers. They seemed very nervous when we were talking to them. 

Now when we actually crossed the bridge, we saw the insignia and the uniforms of Iraqi soldiers. In fact, our translator, Tafiq, said, "Who are you?" He says, "We are the Iraqis." They said that to us point blank. So in terms of the actual numbers there, we saw a few dozen milling around there, but it looks like they're starting to load up boats and trucks. They obviously moved out of the military compound near where we are and are heading south. This area, we are told, is not yet in Peshmerga hands, that the Iraqi frontline is really just about 2,000, 3,000 meters from where I'm standing right now. 

ZAHN: Kevin, you also said it was your perspective that they may be were going to try to escape this area. How hard will that be for them to do? 

SITES: Well, Paula, if the U.S. Special Forces on the ground here have spotted them, I think it's going to be very difficult. It's an open road to Tikrit. It could be like the highway of death, if they decided to take that without -- you know, without proper safe passage, but they also, as I said, are loading boats. There is a river route that runs into Tikrit, as well. That may be one of the options. 

But what most of the men here seem to be doing are shedding their uniforms. We saw boots by the side of the road, uniforms, full uniforms, and as I said, lots of men dressed in civilian clothing heading south. I don't think it's going to be a safe passage, but then again, I also don't think U.S. forces may be aware they're this close to Kirkuk, that they are at this juncture right now. 

ZAHN: They might be now after this report. Kevin Sites, thank you so much.