"The gunshot continued to go on and on and then after we didn't hear anything," the couple told the man. "We finally got up and there was people bleeding, there was people obviously may have been actually dead or anything, and we just ran up out of there, there was chaos everywhere."
Radio communication between police and emergency responders released by authorities describe a desperate situation for those first on the scene.
"Get us some damn gas masks. We can't get in," one officer says after confronting the heavy smoke in the theater.
"I've got a child victim," said another who was waiting outside for help.
After waiting on ambulances for a few minutes, police began taking victims to the hospital in their own patrol cars.
"I've got a whole bunch of people shot in here and no rescue," one of the officers said.
When it was over, 12 people were dead and another 59 were wounded.
Jackie Mitchell, who lives a block from Holmes' apartment in Aurora, said he had several beers with Holmes just days before the shooting and Holmes did not show any angry or anti-social tendencies.
"He seemed kind of geeky," Mitchell said. "We just talked about football… that kind of thing."
When he saw today's news reports, Mitchell said, "I don't have any hair and my hair stood up when I saw the dude's picture."
The FBI said approximately 100 of its agents are on the scene assisting with the ongoing investigation.
ABC News' Jason Ryan, Clayton Sandell, Kevin Dolack and Collen Curry contributed to this report.