The main rebel bastion Benghazi erupted with fireworks and joyful gunfire late on Thursday after the Security Council passed a resolution approving "all necessary measures" to impose a no-fly zone, protect civilian areas and pressure the veteran Libyan leader into accepting a ceasefire.

The UN vote passed 10-0 with five abstentions -- permanent members China and Russia, who did not wield their vetoes, plus Germany, Brazil and India.

Diplomats indicated air strikes from a coalition led by Britain, France and the United States could be imminent, hours after Kadhafi threatened to unleash his forces on Benghazi.

US ambassador to the UN Susan Rice told reporters the resolution should send a strong message to Kadhafi "that the violence must stop, the killing must stop, and the people of Libya must be protected and have the opportunity to express themselves freely."

In a note of caution, Berlin said no German forces would take part in any military intervention in Libya.

"We remain eminently sceptical on the option of military intervention... anticipated in this resolution. We see in it considerable risks and dangers. That is why we could not approve this part of the text," a statement by Foreign Minister Guido Westerwelle said.

"German soldiers will not take part in a military intervention in Libya."

China, too, said it had serious concerns, despite choosing not to use its veto to block the resolution.

"We oppose the use of military force in international relations, and have serious reservations about some of the content of the resolution," foreign ministry spokeswoman Jiang Yu said in a statement on Friday, without elaborating on the concerns.

Australian Foreign Minister Kevin Rudd said on Friday he hoped the UN resolution was not too late.

"Let us all hope and pray that this final resolve of the international community is not too late for the people of Libya," he said.

Kadhafi, in a broadcast before the vote, warned his forces would attack Benghazi on Thursday night and show "no mercy."

"We will chase the traitors from Benghazi," he said, addressing his troops. "Destroy their fortifications. Show them no mercy. The world needs to see Benghazi free."

He spoke shortly after the official Jana news agency quoted the defence ministry as saying "any military operation against Libya will expose all air and maritime traffic in the Mediterranean to danger."

Kadhafi later changed tack as "a humanitarian gesture" and decided to hold off on plans to mercilessly crush all resistance, the CNN correspondent in Tripoli reported after fielding a phone call from Kadhafi's son, Seif al-Islam.

Libya, despite condemning the resolution as a threat to its unity, said it was ready for a ceasefire but wanted to discuss its terms, Deputy Foreign Minister Khaled Kaaim told reporters.

He indicated Tripoli would "react positively to the UN resolution, and we will prove this willingness while guaranteeing protection to civilians."

US President Barack Obama called French President Nicolas Sarkozy and Britain's Prime Minister David Cameron on Thursday to discuss strategy.

"The leaders agreed that Libya must immediately comply with all terms of the resolution and that violence against the civilian population of Libya must cease," the White House said in a statement.

The European Union welcomed the UN resolution and the head of the European Parliament, Poland's Jerzy Buzek, said "there was no time to waste" to enforce it.

Prime Minister Silvio Berlusconi of Italy, Libya's former colonial ruler, met defence officials to discuss the UN decision, ANSA news agency said.

Qatar and the United Arab Emirates could be among the Arab nations to join any coalition that takes action against Kadhafi's regime, the Arab League's UN representative said.

In Benghazi, Libya's second city and stronghold of the month-long mainly eastern rebellion against Kadhafi's iron-fisted four-decade rule, celebrations carried on through the night.

Preachers in mosques across the Mediterranean city used loudspeakers to shout "God is greatest, God is greatest."

Tracer bullets and anti-aircraft fire ripped through the night sky, punctuated by the blaring of car horns.

Hussein Madani, a 48-year-old engineer in Benghazi's central square, welcomed the UN decision.

"We needed the no-fly zone, but more than that we need to bomb Tripoli, Sirte and Sabha because that's where most of the Libyan army infrastructure is," he said of towns under Kadhafi's control.

Insurgents on Thursday claimed they had shot down warplanes trying to bomb Benghazi and disputed claims of territorial gains by Kadhafi forces.

State television reported regime loyalists were on the outskirts of Benghazi.

Libyan television also said loyalists had overrun the rebel bastion of Misrata, 200 kilometres (125 miles) east of Tripoli, but that was also denied by the rebels.

Amid the uncertainty before Thursday's UN vote, aid agencies on Egypt's border with Libya braced for an onslaught of refugees.

"If Benghazi is taken, we are expecting 40,000 to 100,000 people, and we are not ready," said Andrea Oess, of Swiss Humanitarian Aid.

Elsewhere in the Middle East, the Shiite-led opposition in Sunni-ruled Bahrain vowed to press on with "peaceful" pro-democracy demonstrations, calling for protests after weekly prayers on Friday and sit-ins on Saturday.

UN chief Ban Ki-moon warned Bahrain on Thursday that its deadly crackdown on anti-government protesters might be breaking international law after his human rights chief spoke of "shocking and illegal" abuses.

burs/bpz

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