Rebels in eastern Democratic Republic of Congo have forced thousands of civilians out of a town which they have taken from a pro-government militia.
The rebels took Kiwanja after a second day of fighting with the Pareco Mai-Mai group. They then ordered citizens out so they could search the town.
Rebel leader Gen Laurent Nkunda accused the government of breaking a ceasefire declared last week.
At least 250,000 people have fled their homes amid the fighting.
Many women and children were among those forced from Kiwanja on Wednesday.
Witnesses reported killing and looting, and some people were wounded, a BBC correspondent who travelled to the town reported.
Kiwanja lies about 80km (50 miles) from the regional capital of North Kivu, Goma.
Tens of thousands of displaced people are already in and around Goma, which Gen Nkunda has threatened to attack - though the ceasefire around the city appears to be holding for now.
Any battles there could trigger a humanitarian catastrophe, the BBC's Peter Greste reports from the city.
In a significant hardening of their position, UN peacekeeping troops in Goma have been ordered to fire on any armed groups trying to enter the city.
Meanwhile UN Secretary-General Ban Ki-moon is on his way to Kenya for an African Union (AU) summit on the crisis in DR Congo.
He is due to meet Congolese President Joseph Kabila and Rwandan President Paul Kagame.
The fighting at Kiwanja, near Rutshuru, has forced some aid workers to suspend their activities a day after bringing in the first food convoy to rebel-held territory.
The UN refugee agency says three camps for displaced people near Rutshuru have been emptied and destroyed.
The agency has been trying to establish the fate of about 50,000 people who had been sheltering in the area.
The BBC correspondent who was in Kiwanja said a UN convoy that travelled north from Goma had so far only been able to deliver food and beer to the peacekeepers.
The convoy had turned back to Goma after the most recent outbreak of fighting, he said.
Gen Nkunda says he is fighting to protect his Tutsi community from attack by Rwandan Hutu rebels, some of whom are accused of taking part in the Rwandan genocide in 1994.
Rwanda has been accused of backing Gen Nkunda's rebels, a charge which it has denied.
Mr Kagame said on Wednesday that he would attend the summit in Kenya, but the real cause of the violence in DR Congo was the failure of the country's leadership.
He said it was "a problem for Congo to simply address directly without ambiguity, without blaming anybody else for it".
Gen Nkunda has threatened to topple the DR Congo government in Kinshasa, 1,580km (980 miles) west of Goma, unless President Kabila agrees to hold direct talks.
He has said his forces are now free to pursue their offensive, accusing the government of breaking the ceasefire.
In the latest fighting, his rebels have clashed with Pareco Mai-Mai forces mainly made up of Congolese Hutus, who Gen Nkunda alleges are backed by the government.
On Tuesday, the militia attacked rebel-held positions in Kiwanja and near Rutshuru. Rebels responded using heavy artillery they say was captured from army positions in recent fighting.
Correspondents say the militia involvement in the fighting makes any push for negotiations between Gen Nkunda and the government more complicated.
The latest clashes sparked fears the rebels could follow through on their threat to attack Goma - or target Masisi, a hub for Rwandan Hutu rebels west of Goma where aid workers have been evacuated and that is now surrounded by Gen Nkunda's men.
Our correspondent in Goma says the rebel threat against Kinshasa could be hubris, as it is hard to see how he could transport between 6,000 and 7,000 fighters all the way across a country the size of western Europe.
The rebel forces do, however, appear to have the strength to take Goma, he said.
The head of the UN mission in Congo has urged Gen Nkunda not to carry out his threat against the regional capital, saying peacekeepers there are bringing in reinforcements.
"We will do our best to protect the people of Goma," Alan Doss told the BBC.