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Iraq: The Endgame; Baghdad Shootout; The War on Terror; Oprah's Promise: Building hope in South Africa;

Aired January 9, 2007 - 23:00   ET


ANDERSON COOPER, CNN ANCHOR: More troops, more money. Not much more time. President Bush is ready to lay out s plan for Iraq. From the halls of Congress to an exclusive report from inside today's massive battle on the streets of Baghdad, we're covering all the angles.
ANNOUNCER: Tracking the money. Billions already spent in Iraq. Now President Bush is expected to ask for more. Will it be spent wisely or wasted?

Hunting al Qaeda in a new location. More air strikes in Somalia. Tonight, we take you to the new front in the war on terror.

Plus, Oprah's promise. Building hope in South Africa for underprivileged girls and coming under fire.


OPRAH WINFREY, SCHOOL FOUNDER: I was told, they're coming from huts. Why do they need all this?


ANNOUNCER: Tonight, Oprah responds. And find out how you can help.

Across the country and around the world, this is ANDERSON COOPER 360. Reporting tonight from the CNN studios in New York, here's Anderson Cooper.

COOPER: Joining us in this hour, we begin with the president's new Iraq strategy. He'll announce it tomorrow night, but already it's being called everything from a cynical ploy to the last best hope for a country on the brink of all-out civil war.

Whatever it turns out to be -- and we will cover it all -- it's a political and military long shot.

Covering all the angles tonight, CNN's Bill Schneider, Suzanne Malveaux and John Roberts.

First, Suzanne Malveaux at the White House.


SUZANNE MALVEAUX, CNN WHITE HOUSE CORRESPONDENT (voice-over): President Bush's new Iraq plan includes two big differences from previous failed attempts to secure Baghdad.

Sources familiar with the strategy say Iraq's Prime Minister Nouri al-Maliki has made a personal commitment to President Bush that he will soon flood Baghdad with more Iraqi troops to join the added U.S. forces, the first wave of which would go into Iraq by the end of January.

And Maliki personally assured the president that the rules of engagement for Iraqi troops have changed, that they will take on the militia of the powerful Shiite leader Muqtada al-Sadr, something Maliki had been loathe to do.

Mr. Bush is said to be confident and optimistic.

(On camera): But not everyone is convinced. Sources familiar with the administration's deliberations say there is real concern inside the Office of the Joint Chiefs, doubt that the strategy makes sense or is adequate.

(Voice-over): Inside the Pentagon, another source describes the mood as anxious and nervous, like taking a deep breath before you take that rollercoaster ride.

Many are quietly questioning whether Maliki is up for the task.

Those familiar with the plan, stress that while the military component of a phased increase of 20,000 U.S. troops is an important piece, it is not the most important. Also key will be political progress toward ending the sectarian violence.

While the plan will not include a checklist for Iraq's government, which sources say would be considered humiliating to Maliki, it will outline critical milestones the Iraqis must meet including making changes to its constitution, reversing its policy of isolating Saddam loyalists, moving towards national reconciliation, and finalizing a formula to share oil profits among various Iraqi factions.

The plan will include an economic package, featuring a billion dollar jobs program aimed at getting Iraqis back to work and away from militias and insurgent movements.

There will also be twice as many State Department officials in Iraq to coordinate reconstruction projects with Iraqi companies.


MALVEAUX (on camera): Sources say the president's thinking is that these components will show Maliki that the U.S. is really committed to Iraq's success and that this is the best chance for Maliki to achieve it.

We are also told the president will go so far to say in his speech that the goal is for Iraqis to be in charge of their own security by November of this year -- Anderson.

COOPER: Suzanne, thanks.

From boots on the ground to bucks in the economy, the billion dollars that Suzanne mentioned comes on top of more than $32 billion dollars in economic aid already and $2 billion a week spent on fighting the war. Now a billion dollars, of course, is nothing to sneeze at, but as CNN's John Roberts explains, it may not buy enough to make a real difference anymore.


JOHN ROBERTS, CNN SENIOR NATIONAL CORRESPONDENT (voice-over): In Iraq's tattered economy, militias and insurgent groups are about the best employers around. They'll pay $500 to $5,000 to plant roadside bombs and good money just to videotape the attack.

The goal of this new jobs initiative is to give poor Iraqis an alternative.

FREDERICK BARTON, CENTER FOR STRATEGIC AND INTERNATIONAL STUDIES: I think it's too little, too late. We've tried this before. We've had as many as 40,000 to 60,000 Iraqis in sort of make work jobs. That's not what people are looking for right now. They're looking for something that's going to be a bit more promising that has a bit more of a future.

ROBERTS: And how to ensure the money goes where it's supposed to. Iraq has been something of a black hole for reconstruction funds.

In 2003-2004, the U.S. Coalition Provisional Authority lost track of $8.8 billion raised largely from Iraq's oil for food program. The money is still unaccounted for.

Following the dollar remains a huge challenge says the special inspector general for Iraq reconstruction.

UNIDENTIFIED MALE: It's a mixed story. And there's no one place to -- to point the finger. The fact is that the Iraqis need to get their house better in order to manage their own infrastructure. And it's very difficult to do that in the unstable environment that is Iraq today.

ROBERTS: In the early going, coalition employees were part of the problem. In one Iraqi town where nearly $100 million went unaccounted for, $7 million of it outright missing, the inspector general's office seized money, weapons, expensive watches, cars, even a Harley Davidson motorcycle, and brought charges against several American officials.

In Iraq, the bad guys don't go away. They just change faces and names.

UNIDENTIFIED MALE: Corruption continues to be an issue within the Iraq government. It's been an issue for -- for a couple of years now. And that's part of the effort of my office is to bolster the anti-corruption entities in Iraq. ROBERTS: If the Bush economic proposal goes through, U.S. patrols could soon be carrying thousands in cash to spread around Iraqi streets.

The plan is to clear and secure neighborhoods, then hire locals to clean up garbage, paint schools or other odd jobs. But how to ensure the money goes into the pockets of residents and not the coffers of local militias.

UNIDENTIFIED MALE: We should be giving the money to existing employers, hospitals, businesses, grants and loans to them so they hire more employees. That's a much better way of doing it than saying we're going to clean the streets for the next six weeks and then go back to another model.


ROBERTS (on camera): During his first tour of duty in Iraq, General David Petraeus ran a similar program in the northern city of Mosul that was pretty successful. But the money ran out, Petraeus left and Mosul went downhill.

While Petraeus would oversee this new jobs creation program, since he's been out of the country, the militias have become far more powerful, the sectarian divisions in Iraq far more passionate -- Anderson.

COOPER: John, thanks.

In the end, all the money and all the troops a country can send don't really matter if the country is also running short of a priceless commodity called patience.

With more on that, here's CNN's Bill Schneider.


BILL SCHNEIDER, CNN CORRESPONDENT (voice-over): Americans oppose a troop build-up in Iraq. Just over a third of the public favors a temporary increase in U.S. troops to help stabilize the situation; 61 percent say no.

UNIDENTIFIED MALE: The American people sent a clear message in November that we must change course in Iraq and begin to withdraw our troops, not escalate their presence.

SCHNEIDER: Can the president turn public opinion around? He faces several obstacles. One is the view that the war is going badly. More than 70 percent of the public feel that way. The highest number ever.

Americans are split over whether the United States is likely to win in Iraq. They're not sure. They're asking, is this really our war?

UNIDENTIFIED MALE: What this president is proposing to do is to send more troops to back the Shiites in Iraq in a civil war. That, to me, is not what the American people ever were told.

SCHNEIDER: The goal is political reconciliation in Iraq. How does that happen?

UNIDENTIFIED MALE: In some ways it's a chicken and egg question. Does security beget political process or does political process beget security?

SCHNEIDER: A U.S. victory seems to depend on what the Iraqis do.

UNIDENTIFIED MALE: If the Iraqi leadership is willing to make the hard adjustments politically they need to make, we can win in Iraq. If they're not willing to make those adjustments, we will never win in Iraq.

SCHNEIDER: So our success depends on what they do? That's likely to be a tough sell. Americans may not share President Bush's confidence in the Iraqi government.

UNIDENTIFIED MALE: He has more confidence in Prime Minister Maliki than I have been led to have. And he is going to give them one last chance.


SCHNEIDER (on camera): Americans don't like to fight political wars, especially when they're about somebody else's politics -- Anderson.

COOPER: Bill joins us now, along with Suzanne Malveaux and John Roberts.

Bill, what is the likelihood the president's going to be able to convince skeptical Americans that this is the right strategy with his speech tomorrow night? It's an awfully tall order.

SCHNEIDER: It is a tall order. And I don't think he can do it with one speech. I think in the speech he may try to set out a timeline, so Americans believe that this is a temporary build-up of forces. He may talk about -- he probably will talk about benchmarks, so that there will be some sort of test to see whether it is succeeding. But I don't think he can turn public opinion around until people see some success and progress on the ground.

COOPER: Suzanne, last November there was this memo from National Security Adviser Stephen Hadley, which really portrayed Prime Minister Maliki as -- well, his efforts to try to clamp down Shia militias as either misrepresenting his intentions, ignorant or just incapable. Does the administration feel that something has actually changed with Maliki or does it simply have no other alternative at this point?

MALVEAUX: Well, you know, President Bush certainly thinks that something has changed. A lot of other officials think this is really the last hope here. And that Maliki, perhaps, is the last chance at success, but that Maliki has at least assured the president that look, there'll be a surge of Iraqi troops along with Americans from other areas of Baghdad to try to protect the city itself.

And that secondly, he has pledged, made a personal commitment to the president, that things are going to change with the Iraqi troops. They're going to go after the militia, the powerful Shiite militia of Muqtada al-Sadr. That is something that he has not committed to in the past.

But you make a very good point here, which is people in the Office of the Joint Chiefs, as well as the Pentagon, have some serious doubts about whether or not Maliki will come through.

COOPER: John, the idea that Prime Minister Maliki would go after Shia militias and in particular, Muqtada al-Sadr, on whom he depends an awful lot for being in power in the first place. That seems hard to believe?

ROBERTS: It does. It really seems to be anathema to the way that he's operated thus far. The belief has been that if al-Maliki were to try to crack down on the Mehdi militia, that Muqtada al-Sadr would turn against al-Maliki, and that his political life wouldn't last long, and perhaps his physical life wouldn't last long.

I mean, the proof is really going to be in whether or not al- Maliki does try to take on these militias. Because what many people see -- and this is from politicians who I talked to on the ground, American politicians who I talked to on the ground in Iraq, from commanders that I rode around Iraq with, is that there is an increasing tilt towards Shiite control among the government. That it was supposed to be a government of unity, but that there was an increasing Shiite tilt to it. And that is really alienating the Sunnis.

So, if he were to suddenly turn around and take on these militias, Anderson, that would probably be the biggest change that we have seen al-Maliki make.

COOPER: Also a change, Bill, we've learned -- CNN has learned -- that the house is going to take up the president's Iraq proposal. What's the significance of this?

SCHNEIDER: Well, of course, it will register the sentiment of Congress and we'll be watching -- a vote both in the House and Senate is talking about a resolution, as well. We'll be watching to see how many Republicans refuse to support this policy.

You see, the president feels comfortable as long as he has the Republican base with him. But our polling shows that about 30 percent of Republicans now say that they oppose any build-up of U.S. forces. Most Republicans continue to support the president. But his policy has to keep the Republican base behind him in Congress in order for him to go on. And that's what we'll be looking for.

COOPER: How concerned is the White House about Senator Ted Kennedy's proposal that would require the president to get Congressional approval before sending more troops to Iraq? ROBERTS: Yes, I talked with a senior Democratic official about that very issue late today, Anderson. And they said there is not a real lot of appetite for Kennedy's bill to actually get to the floor. But they say this is part of an overall strategy on the part of the Democrats to have President Bush really own this problem with Iraq.

What Kennedy did today was he highlighted the problems. He highlighted the concerns of a lot of Americans. Of course, a majority of Americans are against any kind of up-tick in the number of troops there. He offered some sort of a check and balance, an alternative, if you will, however unrealistic it might be.

But the goal here is to really up the pressure on President Bush so that if this does not work, this is his last chance.

Where you go from here is anybody's guess. But they really want to make sure that the president owns this problem. I guess looking towards 2008, trying to solidify a Democratic majority in Congress and trying to put a Democrat in that White House -- Anderson.

COOPER: John, Bill, Suzanne, thanks.

And a reminder, you can join CNN tomorrow night for coverage of the president's speech. It begins at 9:00 p.m., Eastern. I'll be in Washington with all the angles on the president's new plan. Starting at 10:00 p.m., Eastern, a special edition of 360, "Iraq: Exit Strategy or No Way Out?" We hope you'll join us.

Up next, a sign that things may only get worse before they get better. There was a 10-hour gun battle in Baghdad today. And as CNN Correspondent Arwa Damon was right there in the middle of it all. Her exclusive report, coming up.

And later, new details on the American air strike targeting some of al Qaeda's most notorious commanders, men who allegedly killed Americans. We'll take you to the latest front in the war on terror.

Also, Oprah Winfrey's school, educating South Africa's leaders of tomorrow. We'll talk to Oprah. All that and more, when 360 continues.


COOPER: A massive shoot-out in the heart of Baghdad. Hundreds of American and Iraqi troops, along with helicopter gun ships, F-15 fighters taking on hundreds of well-organized Sunni guerrillas, all within walking distance of the heavily fortified green zone. It happened on Haifa Street.

CNN's Arwa Damon was there. Here is her exclusive report.


UNIDENTIFIED MALE: Right there, right there! (UNINTELLIGIBLE) total of 10! You got a total of 10!

ARWA DAMON, CNN CORRESPONDENT (voice-over): Ten insurgents are on the move below.

UNIDENTIFIED MALE: They're moving in pairs.



DAMON: The insurgents moving in pairs, maneuvering for sustained gun battle with the Americans, not simply firing and running away, as they usually do.


DAMON: American troops are fighting the battle for Haifa Street from the roofs of the apartment building lining this main Baghdad thoroughfare.

UNIDENTIFIED MALE: It's the far side. Watch the far side.

DAMON: The enemy today, Sunni extremists, an explosive blend of both former Baathists and al Qaeda in Iraq. Facing them, some 400 American troops and 500 Iraqi soldiers, fighting for control of a two- mile strip of road.

UNIDENTIFIED MALE: The window far left. Window far left.

DAMON: The Iraqi soldiers are fighting side by side with the Americans on this rooftop. The Americans are giving the orders. This is more than an intense battle. This is training the Iraqis to do the job.

UNIDENTIFIED MALE: Somebody's there. Just watch it. He'll pop out again.

DAMON: The Americans and Iraqis are trying to get a fix on an insurgent in a window, but they are taking fire from all sides. They have got to get off this roof.


DAMON: They move towards a building next door, moving to higher ground in this urban battlefield.

UNIDENTIFIED MALE: (UNINTELLIGIBLE) base. We just got a ricochet over here.

DAMON: The zing of bullets whistling past these soldiers' ears, the snipers shooting at them, the ricochets just feet away -- it's hour five. The Iraqi troops below have gone door to door, to a number of buildings, but the insurgents keep moving and keep firing.

UNIDENTIFIED MALE: (UNINTELLIGIBLE) RPGs from the right side of that front lawn!


UNIDENTIFIED MALE: The right side of the front lawn.



DAMON (on camera): This soldier is trying to positively identify the gunmen whom they believe are shooting at them from the mosque located just 600 yards beyond this window.

They have received rocket-propelled grenade, machine gun, and small-arms fire from that location. This battle has been going on for seven hours now. And as the day progresses, it's only getting more chaotic.

(Voice-over): Finally, 10 hours after it began, the insurgents stop firing. Ten hours against a combined U.S.-Iraqi force of nearly 1,000 men.

In this case, the Iraqis could not have done it alone.

Arwa Damon, CNN, Baghdad.


COOPER: A 10-hour fight right in the heart of Baghdad. Remarkably, no serious American casualties in the battle. Officially, there's only one confirmed enemy dead. But U.S. troops on the ground believe they killed anywhere from 30 to 50 insurgents. They say the insurgents removed their dead from the battlefield.

From Iraq to Africa, where al Qaeda is said to be on the right tonight. A small group of al Qaeda fighters and a U.S. air strike in Somalia. As one senior official put it, worries became so great, quote, "we couldn't live with it anymore." Coming up, a look at the threat and who it was that was being targeted.

And later, Oprah's promise to change the world one young girl at a time. The hope, some of the controversy, and how you can help when 360 continues.


COOPER: Villagers in southern Somalia today reported more air strikes, but it's not clear if the attacks were carried out by U.S. choppers or by the Ethiopian air force.

We also learned today from a U.S. intelligence official that up to 10 people were killed in the American air strike Sunday night. The target was suspected al Qaeda operatives and leaders. No word yet if the mission was actually successful.

CNN Pentagon Correspondent Barbara Starr is in the region, working the story. She has the latest right now from Nairobi, Kenya.

(BEGIN VIDEOTAPE) BARBARA STARR, CNN PENTAGON CORRESPONDENT: A Navy aircraft from the deck of the carrier Eisenhower heads off for Somalia. A reconnaissance mission a day after U.S. attacks there.

An AC-130, launched from a base in Djibouti, carrying Gatling guns and cannons, fires on an al Qaeda camp along Somalia's southern border in the horn of Africa.

The U.S., hunting five top al Qaeda operatives. Three of them, Fazul Abdullah Mohammed, Abu Talha al-Sudani and Saleh Ali Saleh Nabhan, are wanted for bombing the U.S. embassies in Kenya and Tanzania, where hundreds died and thousands were wounded long before 9/11.

The U.S. has offered up to $5 million for help capturing Fazul.

U.S. officials say Osama bin Laden personally approved the embassy attacks and new these operatives had been hiding in Somalia for years.

This past summer, when a radical Islamic militia called Islamic Court Union, or ICU, took control of the country, U.S. worries only grew.

REAR ADM. RICHARD HUNT, COMMANDER, TASK FORCE HORN OF AFRICA: That's what we were really concerned about, is there seemed to be much more recruiting, much more training going on. They were positioning themselves to expand their area of influence beyond the Somali borders.

STARR: One senior U.S. official tells CNN the worries about al Qaeda in Somalia became so great, quote, "we couldn't live with it anymore." The ICU was driven from power in the past couple of weeks by the invading Ethiopian army. Al Qaeda went south on the run.

JENDAYI FRAZER, ASSISTANT SECRETARY OF STATE FOR AFRICA AFFAIRS: We had felt that and seen evidence, intelligence evidence, that these three al Qaeda operatives were also very much influencing the leadership of the Council of Islamic Courts. For example, they were providing logistics, providing fuel, arms, et cetera, to the militia.

STARR: CNN has learned that U.S. and African intelligence services have been secretly cooperating for weeks tracking the men. The U.S. began surveillance missions late last year and U.S. commandos have been on standby, ready to go into Somalia. No one will say if they are already there.

The Islamic militia is gone from power and a fragile new government is in place in Mogadishu, but is there just a new power vacuum? Mogadishu is wracked with gun battles, explosions, and violence. The warlords show little inclination to give up their weapons. And Ayman al-Zawahiri, bin Laden's deputy, is calling for Islamic fighters to regroup and start a new insurgency.

(On camera): Even with al Qaeda on the run in Somalia, there is still great concern here that in East Africa there are functioning al Qaeda cells capable of planning and possibly launching new attacks.

Barbara Starr, CNN, Nairobi.


COOPER: Of course, this isn't the first time the U.S. has used military force in Somalia. Here is the raw data. Approximately 1,500 personnel, including special operations forces, are assigned to the U.S. military task force based in Djibouti.

Before yesterday, the last acknowledged U.S. military action inside Somalia was back in 1994, when U.S. peacekeepers pulled out after a disastrous mission over all. That was in 1993, when two Blackhawk helicopters were shot down by militia fighters in Mogadishu, killing 18 U.S. Special Forces.

Joining me now for some perspective, CNN Terrorism Analyst Peter Bergen and "TIME" Magazine Contributor Sam Dealey, who recently spent some time in Somalia.

Peter, first of all, what do we know about these men who were targeted, these suspected al Qaeda operatives?

PETER BERGEN, CNN TERRORISM ANALYST: (UNINTELLIGIBLE) Fazul, the guy that had the $5 million reward on his head, is somebody that I think was quite an important part of al Qaeda. By all accounts, quite a sophisticated guy. He speaks four languages, described as computer expert, played a prominent role in the U.S. embassy attacks in '98, may well have played a role in the attack on an Israeli hotel in Mombasa in 2002, and also an attempt to bring down an Israeli passenger jet with rocket-propelled grenade.

So, somebody who's been -- somebody who the United States government has been interested in capturing since -- since '98. And I think if indeed it is the case that he was killed in this attack, I think that's quite significant for al Qaeda's presence in East Africa.

COOPER: Sam, I think a lot of Americans, last time they paid attention to Somalia was back in the mid 90s. That was the last time I was there. I spent a lot of time there. It was basically anarchy back then. All these different warlords competing.

When you were there, basically, the Islamists were in control of Mogadishu and they'd actually restored order to some extent.

SAM DEALEY, "TIME" MAGAZINE CONTRIBUTOR: That's just it. Before the Islamists took power earlier this past spring, Somalia and Mogadishu were pretty much the closest thing to hell on earth.

But when the -- when the Islamists came to power, they were able to instill a certain amount of order. The warlords were, of course, routed. You had dedicated troops that were actually able to man the streets and patrol it and keep the guns off of there. You had children actually playing in the streets, Playing soccer. And families could actually travel across the city to see family, other family members and friends that they hadn't seen for more than a decade.

COOPER: Was it a popular government?

DEALEY: No, it wasn't. Because at the same time there was definitely some storm clouds gathering.

For starters, the Islamists seemed to be a bit more stern than Somalis particularly care for. Somalis, you know, they like to have a drink, they like to tell dirty jokes, they like to go to cinemas. And this was not part of the agenda the Islamists were going to allow. And also, they were forming some alliances and making friends with some pretty dirty characters out there.

COOPER: Well, Peter -- Peter, I mean, Sam raises a good point. Just certainly in the last couple of days as Ethiopian troops moved in, the Islamist government was calling for jihadists from around the world to pour into Somalia to try to help their Muslim brothers. Do we know about -- I mean how linked al Qaeda was to the government in Somalia previous to this?

BERGEN: You know, I'm not really sure the answer to that, Anderson. I mean, certainly in the Barbara Starr piece, the assistant secretary for Africa made that claim and then (UNINTELLIGIBLE) it's a claim that's been made often.

But I, myself, have not seen particularly compelling evidence of -- that, of this -- certainly, they shared a sort of similar agenda. I mean, you know, as has been clear throughout this segment, Somalia was basically a sort of ungovernable country.

And I think that al Qaeda could have had a presence in Somalia without or without the Islamists' permission. It's not like this is ungoverned space. And that's what Al Qaeda likes, is a place where it can go where there really isn't much government control.

So, I think it's almost irrelevant whether the Islamists were, you know playing footsie with al Qaeda. This was a place that al Qaeda could go to. Whoever was in charge of the country.

COOPER: And Sam, what happens now? I mean, the Islamists are sort of cornered down in Kismayo, I guess. Their back is kind of literally against the Indian Ocean. But Somalia hasn't had a stable government, I think since 1991. These warlords have been ruling. They're basically back. Ethiopia has forces there, but how long can the Ethiopia forces stay?

DEALEY: Well, the Ethiopians have pretty firmly established control. And Ethiopian military, by African standards, is fantastic military. It's very well disciplined and very well equipped. But it's also a conventional military. And the Islamists, jihad these days, is a guerrilla -- it's a guerrilla warfare on tactics and strategy.

So, as we have seen in Iraq, capturing a country is not the same as controlling it. COOPER: And I guess that is the question whether or not the guerrilla war insurgents operation breaks out. That's sort of what some al Qaeda folks have called for. We'll be watching it.

Sam Dealey, good to have you on the program.

DEALEY: Thank you.

COOPER: Took a lot of guts to go there. Thanks very much.

Peter Bergen, appreciate it as well. Thank you.

Next, we're going to take you to a school in South Africa that Oprah says she was born to build. It's one of her biggest gifts yet. And there is literally nothing like it anywhere in Africa.

So why isn't everyone happy about it? Well, our special report, "Oprah's Promise," continues with 360. We'll be back.


COOPER: In a special hour last night, we told you about the remarkable new school for girls that Oprah Winfrey has built in South Africa.

The response to the story was so great. We'll read some of your e-mails coming up.

But first, a look at the Oprah Winfrey Leadership Academy for girls. There really is nothing like it in Africa. The school is designed to build leaders and really change the world one young girl at a time.

It's also raised some controversy. And we'll get to that in a moment.

We begin with CNN's Jeff Koinange, who was there when the school opened its doors.


OPRAH WINFREY, SCHOOL FOUNDER: Hello, everybody. These are my girls.

JEFF KOINANGE, CNN CORRESPONDENT: A dream come true for 152 very lucky girls and also for one very famous talk show host.

Oprah Winfrey cut the ribbon and helped raise the flag of her very own leadership academy for girls just outside Johannesburg.

And she brought with her a host of Hollywood's finest in both the movie and music industries, from Mariah Carey to Tina Turner, from Chris Rock to Chris Tucker, and from Spike Lee to Sidney Poitier.

Originally, Oprah committed $10 million, but as her vision grew, so did her contribution, to $40 million. And there's no school like it here. A library with a fireplace, a dining room with marble tabletops, an audio-video center, a gym, a wellness center, dormitories, and tennis courts -- and just 15 girls to a classroom. That, in a country in which more than a third of the children don't get a chance even to go to high school. And those who do, often go to schools with few books, facilities or even bathrooms.

Winfrey aimed to help the poorest here. Only children from homes that earn less than $800 a month are eligible. Winfrey has worked to improve education in the U.S. She says she decided to build in South Africa because she found children here hungrier to learn.

"I became so frustrated with visiting inner-city schools," she said, "that I just stopped going. The sense that you need to learn just isn't there. If you ask the kids what they want or need, they will say an iPod or some sneakers. In South Africa, they don't ask for money or toys. They ask for uniforms, so they can go to school."

Oprah promised former President Nelson Mandela that she would build the academy six years ago, after she visited some of South Africa's poorest schools.

NELSON MANDELA, FORMER SOUTH AFRICAN PRESIDENT: This is unprecedented in South Africa. And we should thank her for providing these young girls with not only specialized education, but life skills that will ensure that they become the best.

KOINANGE: In this once racially-divided country, it's not surprising that most of the students are black. But Oprah insists her school is open to everyone, as long as they qualify.

WINFREY: This school is open to all girls who are disadvantaged, all girls, all races who are disadvantaged.

KOINANGE: And from the girls themselves...

ZAIDA LAWRENCE, STUDENT: I feel excited and happy and...

WINFREY: A little nervous?

LAWRENCE: A bit nervous.

WINFREY: A bit nervous.

MICHELLE CONRADIE, STUDENT: I feel happy. And I feel like crying, and -- but crying of happiness. And I'm -- I'm a bit nervous, but not that much.

NOXOLO BUTHELEZI, STUDENT: More than a dream come true. I don't know. It's like a fairy tale.

KOINANGE: Jeff Koinange, CNN, Henley-on-Klip, South Africa.


COOPER: Well, she said it's like a fairy tale. It's a fairy tale that has given them back their futures. But as you just saw, Oprah is coming under some fire. Coming up, she responds to the criticism.

And for the students, it has been a life transforming journey from South Africa's poorest neighborhoods to a world of possibility. Ahead, one young girl's story. What she left behind and what awaits her now, when 360 continues.


COOPER: Well, today Oprah Winfrey's so famous, her last name is really beside the point. Just Oprah is enough.

It certainly wasn't always that way. She grew up poor in rural Mississippi. She had more than many of the young girls at her new school in South Africa, but not that much more.

She told me recently that she sees herself in all of them.


COOPER: Oprah, you've said of these girls that their story is my story. What do you mean?

WINFREY: I mean that we come from similar backgrounds. And the experience of poverty and what poverty says to you about yourself is the similar story that we all have.

And what I wanted to say to these girls is, where you come from, your circumstances, your situation, doesn't define you. Because I have been a living example, based on all the blessings I have been able to receive, blessings and opportunities, to -- to change my situation, my poverty situation, and what poverty told me I was.

COOPER: So, the lesson you want these girls to get from your school, above all else, above all -- what -- what they learn in books, is that they should not be defined by the place that they were born into, it's what they make of themselves?

WINFREY: Yes. It's not just the places you were born into, because, you know, this is a beautiful country. And I have a lot of girls at my school who come from backgrounds where they are living in a tin shack, or where there are nine people sleeping in one room, or where the circumstances are bad.

But the land itself, the country itself, what the land has to offer is a beautiful thing. And, so, I'm not saying that your -- your -- your background is a bad thing, because a lot of these girls come from bad circumstances, but find beauty in their surroundings.

What I'm saying is, what the background tells you that you are. Because being poor, not having enough in this world, no matter where you live, the world says to you that you're not as good because you come from dire circumstances.

And so what I'm trying to tell them is that it doesn't matter where you come from. What matters is what is possible for you. And this school is about opening up possibilities for these girls -- Anderson.

COOPER: It's interesting because it sounds like even some South African officials have a hard time getting that message.

I know they -- they pulled out of -- of this program a while back. I guess there's been some criticism in South Africa from some school officials that this is almost too extravagant, that the school -- the school is almost too nice for these kids.

But, for you, that was part of the message.

WINFREY: You know, when I first came here and started the idea of building the school, people were saying, isn't that too much?

And the criticism was, too much for African girls. Criticism, for me -- for me, was, why are you doing all of this for African girls? Even when I started with my -- with the architectural structure, they were saying, why do you need this kind of environment for African girls, who are coming from nothing? I was told, they are coming from huts. Why do they need all this?

And my point was that you're -- it doesn't matter where you come from. What matters is what can be done with your life. And so I wanted to create an environment, the most beautiful environment, that would inspire them.

But it's -- you know, I said to the national education minister just last night -- I was saying, my biggest struggle has been getting people to understand my vision. And my vision was not to live in the past, was not to do things that had already been done, but to create a whole new environment that would inspire the girls.


COOPER: Well, Oprah certainly has created a new and inspiring world with her school.

It's impossible to describe how much these girls' lives have changed. Coming up, we want to show you one girl's dramatic journey from poverty to possibility, when 360 continues.


COOPER: Before the break, you heard Oprah Winfrey say she wanted to create a new and inspiring world for the girls who attend her leadership academy in South Africa. And she's certainly done that.

It's almost impossible to describe how different, literally overnight, these girls' lives have become. For that, we want to show you. Here again is CNN's Jeff Koinange.


KOINANGE (voice-over): Mbali Meyers has never thought of herself as a lucky girl. Her name means flower in the local Zulu language.

She lives with her mother and younger sister in this one-room shack in Alexandria, one of Johannesburg's poorest neighborhoods.

Anushka Meyers had Mbali when she was just 15 years old, and had to drop out of school. She suffers from chronic chest infections and can only afford to work part time as a domestic. Money is hard to come by. The family often goes to bed hungry in a house without lights or running water.

MBALI MEYERS, STUDENT: Sometimes we sleep without eating because my mother's not working and we don't have food inside here.

KOINANGE: The Meyers share this broken-down water tap with 30 other people in the neighborhood, where they hang their washing in a public walkway.

The same 30 families share just one outdoor toilet. At night, Mbali burns the midnight oil by candlelight, doing her homework on her knees. There's no room here for luxuries like chairs.

ANUSHKA MEYERS, MOTHER OF MBALI MEYERS: We sleep here. We bathe here. We make food in the same room. We do everything actually in this one room. This small place.

KOINANGE: At Mbali's former school, her teacher says, with conditions like these, it's a miracle Mbali has consistently been at the top of her class.

He'd heard Oprah was looking for a few good girls, and persuaded Mbali to apply. But she wasn't alone. More than 5,000 girls had similar dreams. But Mbali's consistent hard work and leadership qualities won Oprah over. And she was selected to be part of the talk show host's best and brightest.

CHRISTOPHER MOROPA, MBALI'S FORMER TEACHER: It was as if it was meant to be like that. It was a God given opportunity. I felt -- we felt as teachers that this was lovely for her.

KOINANGE: On Mbali's last day at her old school, she wrote these words on the board for her classmates.

M. MEYERS: To become a leader and an example to all of you.

KOINANGE: Two days before the start of school, Mbali gets a taste of things to come -- picked up by a school bus for the very first time in her life, and joining her new, equally excited classmates.

A half-hour later, they arrive at the Oprah Winfrey Leadership Academy, and the beginning of a life this little flower could never have imagined.

KOINANGE (on camera): You personally insisted on visiting these kids' homes during the interview process. Why did you do that? WINFREY: Because I wanted to not just hear about, but to feel what their environment was like, to have for myself the information that says where you come from and what is your story. And what I learned by doing that is that their story is really also my story.

KOINANGE: What was it like being in their homes, personally walking in and seeing how they live?

WINFREY: Well, you know, I remember growing up poor, but I don't remember being that poor. I don't remember that kind of poor that devastates you.

I remember looking at some point in a -- in a refrigerator in a home. At least they had electricity. But I opened the refrigerator door, and there was nothing but a jar of curdled milk.

And I said to the grandmother in that home, who had death certificates -- who showed me death certificates for 12 of her family members, all children. And she was taking care of her children's children.

And I said, well, there's only bad milk. What are you going to eat tonight? And she says, we're not going to eat tonight. We didn't eat last night, but we think we can eat tomorrow.

So, of course, I gave her something. But -- and -- and she was so joyous, just to be able to -- so, to realize you come from families where the girls haven't had any food -- and, let me tell you, the first dinner we had here -- we had Christmas dinner right here in the dining hall. And I said to the girls, you know, eat what you want, and told them how to use the napkins, and this is what -- the fork you use, and so forth.

The girls piled their plates like football players, and were hoarding food, and were hoarding the food.

So, I let them finish that meal, and then said to them, you don't have to worry about being hungry ever again. There will always be food here. And, so, we don't have to hoard food. We don't have to hide the food. We don't have to eat so much food that we get sick, because there will always be food.


COOPER: Well, on the radar tonight, this story. A lot of people weighing in on the blog, mostly over how Oprah chose to spend her money and where. Some of them getting pretty tough about it.

Brant in Madison, Wisconsin, writes, "Maybe Oprah should have promised something more to America first. She is an elitist snob, giving to the poor shouldn't alleviate her soul of the guilt of having so much."

On the other hand, Vicki, in Ottawa, Canada, says, "Oprah is perfectly entitled to spend her money on anything she wants, without comment from others." And from Heather in Mannheim, Germany, this, "I'm no big fan of Oprah's show. I simply don't have the time. That said, what she is doing is just wonderful. Well done, Oprah!"

And we welcome all views, of course. If you've got something to say, just go to and weigh in. You can also find links to Web sites if you'd like to help make a difference in schools overseas or in the United States.

We've also gotten a lot of e-mails about another woman we profiled on the program last night, Gail Johnson, who has her own orphanage. We'll have -- her Web site is on our site too, if you want to donate. We've got a lot of e-mails from viewers asking about her.

We're going to rebroadcast our hour-long special on Oprah's school this Friday. You can see the entire "Oprah's Promise: Building Hope in South Africa," at 11:00 p.m., Eastern time, on Friday.

Well, another celebrity will have to rebuild her home. Coming up, a 360 bulletin. The fallout from the destruction of wildfire in Malibu, California.


COOPER: Kathleen Kennedy, of "HEADLINE NEWS," joins us with a 360 bulletin -- Kathleen.


Doctors at a Washington hospital say South Dakota Senator Tim Johnson is improving. Johnson has been taken off a ventilator and was upgraded from critical to fair condition today. The 60-year-old Democrat underwent surgery last month for a brain hemorrhage caused by a hereditary condition. His medical problems have threatened to cost the Democrats their slim majority in the Senate.

In Las Vegas, the search is still on for a man suspected of shooting two students outside a high school. Police say the shooting appeared to be a result of road rage. Investigators say the shooter followed the victims to school and shot them in the parking lot. The victims have non-life-threatening injuries.

To Malibu, California, now where a fast moving wildfire destroyed at least five homes and 20 acres overnight. One of the homes belongs to Actress Suzanne Somers. Neither she nor her husband were home at the time. No one was hurt in the fire.

And there are two new members of baseball's hall of fame, Tony Gwynn and Cal Ripken, Jr. Both easily gained baseball's highest honor and will be enshrined in Cooperstown this summer.

And It appears that accusations of steroid use kept Mark McGwire from being inducted into the hall in his first try -- Anderson.

COOPER: Kathleen, thanks.

Tomorrow on "AMERICAN MORNING," coping with menopause. For many women, it is not easy.


UNIDENTIFIED FEMALE: I was feeling alone. I was feeling angry. I was feeling sad. I was feeling as though I should get a divorce.


COOPER: Some tips on what you can do when it gets that bad. That's tomorrow on "AMERICAN MORNING," at 6:00 a.m., Eastern.

That does it for us on 360. A reminder, we want you to help us keep them honest. If there's a wrong that needs to be made right in your community, tell us about it,

We'll be in Washington tomorrow night for the president's speech on his new plan for Iraq.

"LARRY KING" is next. His guest, Actor Kiefer Sutherland.


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