For the millions of Gulf Coast residents who spent a frightening night in shelters and boarded-up homes, the worst could be yet to come: up to 15 inches of rain and a storm surge of up to 16 feet.

"Say a prayer, say a prayer, say a prayer, that I'll have some place to go when I leave here," evacuee Betty Sigler said in a Mobile shelter, safe from the howling wind and sheets of rain. "We'll see in the morning."

The storm weakened as it moved inland, with winds of 115 mph about two hours after it hit land.

Ivan knocked out power to hundreds of thousands of people, toppled trees, ripped off roofs and sent street signs hurtling through the night. In the beach resort town of Gulf Shores, where the storm's eye blew ashore, the sky had a bright green glow as electrical transformers blew.

"We have never seen a hurricane of this size come into Alabama," said Gov. Bob Riley, who earlier asked President Bush to declare much of the state a disaster area, a request that was granted.

Two people were killed and more than 200 homes were damaged when at least five tornadoes roared through Florida's Bay County. "We have a report from a deputy that it looks like a war zone," Bay County sheriff's spokeswoman Ruth Sasser said.

"You want to see the natural hand of God firsthand but you don't realize how strong it is," said Kevin Harless, 32, who was sightseeing in Panama City Beach, Fla., around the time of the tornadoes.

Four ailing evacuees - a terminally ill cancer patient, two nursing home patients and a homebound patient - reportedly died after being taken from their storm-threatened south Louisiana homes to safer parts of the state.

At the Pensacola News Journal building, flood water seeped into the building about four blocks from Pensacola Bay, barely covering parts of the floor. Workers feared a wall of water would cascade in if they opened the doors to leave.

Max Mayfield, the director of the National Hurricane Center in Miami, warned that the misery would spread as Ivan moves across the Southeast in the hours and days ahead. "I hate to think about what's going to happen inland," he said.

At 5 a.m. EDT, Ivan was centered about 40 miles northwest of Pensacola, Fla. and was moving slightly east of north at 14 mph.

A hurricane warning for New Orleans was lifted early Thursday, but one remained in effect from the mouth of the Pearl River to Apalachicola, Fla. Hurricane-force winds extended out 105 miles from the Category 3 storm that earlier killed at least 68 people across the Caribbean.

National Hurricane Center forecasters said land east of where Ivan's eye passed was experiencing storm surge of 10 to 16 feet, topped by large and dangerous battering waves.

"We've had calls from folks saying, 'The water is rising, can you come get me?' Unfortunately we can't send anybody out. The storm is at its worst point now," said Sonya Smith, a spokeswoman for Florida's Escambia County emergency management agency.

An 11th-hour shift spared New Orleans a direct hit, but Ivan's sheer size could create catastrophic flooding in the bowl-shaped city. Officials warned that the levees and pumping stations that normally hold back the water may not be enough to protect the Big Easy, which is nestled mostly below sea level.

At least 260,000 homes and businesses were without power in Alabama, 36,500 in Louisiana, 50,000 in Mississippi. More than 300,000 customers were without power in the four westernmost Florida Panhandle counties. Florida was still trying to restore power to about 160,000 hit by Hurricanes Charley and Frances in recent weeks.

Ivan's waves - some up to 25 feet - destroyed homes along the Florida coast Wednesday. Twelve-foot waves boomed ashore at Gulf Shores, eroding the beach. A buoy about 300 miles south of Panama City registered one wave of 50 feet high.

In Fort Walton Beach, Fla., a nursing home lost its generator power and reported that six patients desperately needed oxygen. An emergency medical crew drove through the 90 mph winds to deliver portable oxygen tanks.

Mayors of the Alabama communities of Gulf Shores and Orange Beach refused to allow anyone back until further notice, fearful that returning residents weren't safe among downed power lines and weakened buildings, said county EMA spokeswoman Colette Boehm.

Gulf Shores Mayor David Bodenhamer said streets were flooded and trees and power lines were down everywhere. His home and others along the beachfront road were OK, "But the beach is going to be a mess, a big mess," he said.

In Mobile, majestic oaks that line the streets swayed in gusting winds as the city of some 200,000 braced for a hurricane expected to be even more destructive than Frederic, which killed five people 25 years ago.

New Orleans had scrambled to get people out of harm's way, putting the frail and elderly in the cavernous Louisiana Superdome and urging others to move to higher floors in tall buildings.

Of the roughly 2 million who fled the path of the storm, often in bumper-to-bumper caravans on highways turned into one-way evacuation routes, 1.2 million were from greater New Orleans.

Thousands of tourists were believed stranded in New Orleans, along with 100,000 mostly inner-city residents without cars. The mayor suggested that they take shelter in buildings taller than two stories.

As the storm drew near, streets along Mississippi's Gulf Coast were all but deserted, and miles of homes and businesses, including its 12 floating casinos, were boarded up. Only patrol cars and an occasional luggage-packed car or van could be seen passing Gulfport's "Welcome to the Gulf Coast" billboard.

"In the aftermath, I urge people to be patient, to be persistent in the restoration and rebuilding effort, and to be prayerful," Mississippi Gov. Haley Barbour. "We're not going to be back to normal tomorrow or next week. The damage is likely to be such that it will take many weeks to restore everything, much less rebuild."

Forecasters said hurricane-force winds could blast the coast for nearly 20 hours.

Still, some wouldn't budge. Marja Morgan said she planned to ride out Ivan at her home in Elberta, about 10 miles inland from Gulf Shores. "That house has been there through Camille and Frederic," she said. "It'll be there through this."

At Gulf Shores, storm waters surged over the main seawall, flooding roads and yards. Winds rocked vehicles and pulled metal strips off City Hall, where about 15 workers weathered the storm behind locked doors and hurricane shutters.

With winds shaking the building and howling outside, city administrator Tony Rivera tried without luck to get some sleep in the town's concrete vault. "It was too loud even in there," he said.

The National Weather Service issued a flood watch for as far away as North Carolina, which suffered heavy flooding last week from the remnants of Hurricane Frances. The heavy rain also could trigger mud and rock slides.

"We're out of lanterns, we're out of water purification tablets," said John Thompson, assistant manager of Black Dome Mountain Sports in Asheville, N.C. "People who didn't prepare for the last storm are preparing for this one."

More trouble lingered out in the Atlantic. Tropical Storm Jeanne could become a hurricane Thursday in the Caribbean as moved westward across the north coast of Puerto Rico. It could be near Florida's east coast as early as the weekend.

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Editor's Note: Associated Press reporters Mary Foster and Allen G. Breed in New Orleans; David Royse in Apalachicola, Fla.; Shelia Hardwell Byrd in Gulfport, Miss.; Garry Mitchell and Pauline Arrillaga in Mobile, Ala.; and Bill Kaczor in Pensacola, Fla., contributed to this report.