TALBISEH, Syria -- This city is almost completely empty after a week of heavy shelling by the Syrian government. But it is empty of government forces as well.

The shelling, which killed 20 civilians and five rebel fighters, failed to dislodge rebels who had driven the Syrian military out of nearly a dozen bases and checkpoints in the city over a period of two days earlier this month.

Syrian President Bashar Assad has promised a new offensive to drive rebels from their strongholds in the center of Homs, the country's third-largest city, as the civil war in Syria grinds on. Opposition activist groups reported that Syrian troops bombarded Homs on Sunday with mortar rounds and heavy machine guns, killing at least 11 people.

The site of the worst violence in the country since a peaceful uprising against Assad became an armed rebellion last year, Homs has been preparing for more fighting as Syrian troops massed around rebel-held neighborhoods there over the weekend. But the troop buildup belied the fact that more of the countryside around Homs - which includes Talbiseh - had fallen out of the government's control.

The rebel offensive and the Syrian military's heavy shelling prompted the United Nations on Saturday to call off its efforts to monitor a cease-fire that was supposed to take effect in April but never did. The head of the U.N. mission, Maj. Gen. Robert Mood, cited clashes over the past 10 days that were "posing significant risks" to the force of 300 unarmed observers.

Syrian troops were also driven out of Rastan, a city of similar size to Talbiseh about 10 miles to the north, earlier this month. The victory came at a heavy cost as some parts of the city were entirely destroyed. Rastan and Talbiseh lie on the north-south highway that is the country's main artery and connects the capital of Damascus, south of Homs, to Aleppo, the country's largest city and economic hub, in the north.

"We have a plan to control this area," said Abdel Rizaq Tlass, the leader of the Farouq Brigade, one of the largest groups of rebels in Homs province that operates under the umbrella of the Free Syrian Army, the name taken by the majority of armed rebels in Syria.

The fighting around Homs suggests Syrian troops in the area are largely demoralized as highly motivated and increasingly well armed and organized rebel forces go on the offensive. The fighting in Talbiseh involved hundreds of rebels.

"We didn't imagine they had these numbers and so much equipment," said a man who identified himself as a Syrian army captain who surrendered to the rebels in Talbiseh last week and was allowed to join them. He spoke on the condition of anonymity out of concern for his safety.

"Many of the soldiers ran away when the attacks began," said Mahmoud Najjar, a spokesman for the Farouq Brigade in Talbiseh.

Farouq's group of fighters in Qusayr, southwest of Homs, launched attacks on checkpoints all over that city on Friday and Saturday, reportedly driving the military out of the southern part of the city. Qusayr, the largest city between the Lebanese border and Homs, had been split between the rebels and the government's forces for months.

The takeover of Qusayr could not be verified independently.

In both Rastan and Talbiseh, destroyed Syrian tanks and armored personnel carriers remained on the streets - including one near Talbiseh that remained in the median of the highway.

"We captured two armored personnel carriers and used them before the government destroyed them with helicopters," Najjar said, adding that the cannons and heavy machine guns salvaged from some of the destroyed APCs would be mounted on rebel pickup trucks.

Tlass, who is based in Rastan, said the group had seized tanks from the Syrian military, and on Saturday, Farouq fighters in Qusayr sent video to the Al-Jazeera television network that showed them in possession of a tank and captured anti-aircraft weaponry. Najjar said that Farouq's fighters in Talbiseh had managed to capture large amounts of ammunition in the offensive there, and were in possession of anti-tank rockets bought from weapons smugglers and captured from the military.

Rebels said casualties on the government side were far higher than those for the rebels.

"We killed about 40 soldiers here," said Najjar, as he walked around a school in Talbiseh the Syrian army had used as a base. "Seven soldiers from the Free Army were killed."

The Syrian military continued to shell Talbiseh and Rastan on Saturday and Sunday, killing a civilian and fighter there. At least four people were killed in Farhaniyeh, a village on the highway between Talbiseh and Farhaniyeh, by a helicopter strike on Saturday that hit a bakery.

"They are using helicopters more frequently now because they can't control the ground," Najjar said.

In both Rastan and Talbiseh, rebels were making plans to destroy Syrian army positions that were still being used to shell the area. FSA fighters had surrounded the closest Syrian military base to Rastan and said they were waiting to see if the soldiers would surrender before launching attack.

On Sunday, rebels captured five Syrian soldiers who attempted to leave the base for supplies.

"The soldiers are scared of us," said Najjar.

(Enders is a McClatchy special correspondent)

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