THEY were two friends looking for a sunshine break to recharge their batteries.

Melanie Callaway and Paula Gill left their families behind for a week to enjoy a relaxing beach holiday.

Today Melanie and Paula are back home in Hampshire trying to come to terms with the horror of being caught up in a terrorist atrocity after .

Yet their dreams were shattered after a gunman opened fire on the beach where they were sunbathing, slaughtering 38 tourists in a few hours of carnage.

The pals had been relaxing on the beach in Sousse, Tunisia, just a five-minute walk from the Royal Kenz Hotel in Port el Kantaoui, when Seifeddine Rezgui opened fire with a Kalashnikov he had been hiding in a parasol.

His attack on holidaymakers staying at the neighbouring Imperial Marhaba Hotel left 38 people slaughtered including up to 23 Britons and three Irish people while others are fighting for their lives in hospital.

Mum-of-two Melanie, 45, of Hedge End, an administrator for Ageas Insurance, and mum-of-one Paula, 48, a personal banker from Butlocks Heath, had been on sun loungers near the sea around midday when they heard what they first thought was fireworks and noticed sand flying into the air.

Melanie described how someone shouted “run for your lives” and hundreds of people on the beach sprinted back to their hotels pushing and shoving their way barefoot through the narrow pathway.

Arriving back at their hotel Melanie and Paula barricaded themselves in their second-floor room using a mattress and a chair.

They stayed there for five terrifying hours listening to the sound of gunfire and sirens echoing around the resort and wondering if they would ever see their loved ones again.

Melanie said: “We had just got out of the sea. Then minutes later I heard what sounded like popping fireworks. I didn’t think anything of it until I heard the sound of machine guns.

“I flipped over on the sunbed and sat up. We could see the sand flying up. I heard someone say ‘run for your life, just keep running, don’t look back, just go’.

“There was chaos. There was pushing and shoving and there were older people who couldn’t run.

“There was still gunshots firing but we didn’t know where they were coming from. It was just panic getting back to the hotel.

“People were still around the pool and lots of people were shouting ‘get inside’. Over the loud speaker there was an announcement saying ‘this is an emergency, please get into your rooms, do not go on the balconies, stay there until further notice’.

“We took the stairs to our room. We didn’t want to use the lift just in case. We didn’t know what to do. I put the TV on and there was nothing on there about it but it said about the French beheading and the Kuwait bombing. I said to Paula ‘we’re under attack’.

“We just sat tight, we didn’t have any food or water and we couldn’t get through to reception to see when we could leave the room.

“For the first half hour we could just hear gun shots then about two hours of constant sirens and an army helicopter kept going around and around.”

Melanie and Paula managed to contact their husbands, Simon and Michael, back in Hampshire and tell their loved ones they were hiding in their room but were safe.

After five hours locked in their room they ventured downstairs to the hotel lobby where their travel firm Thomson offered to fly everyone home from the north African country that night.

Melanie and Paula were among the first to leave on a flight to Manchester Airport at 1.10am on Saturday, just 13 hours after the attack. They had arrived at the resort on June 21 and had planned to spend eight days there.

Melanie added: “It was really scary and I really feel sorry for the Tunisian staff. They rely on that for their livelihoods and to see the majority of the hotel leave that night and there’s no more flights going out there, it’s going to wreck their tourist industry.

“Before it happened Paula and I were saying we would come back because the beach and the hotel were nice.

“I couldn’t sleep yesterday at all. I had been up more than 24 hours. Images keep going through my head and the sounds of what we heard. I think it’s going to be a while before we get this out of our heads.

“I can’t get my head around how big what we have been caught up in is.

"It’s unreal and the fact that they’re comparing it to the 7/7 bombings is just

unreal.”

Husband Simon, 44, a self-employed floor layer, said: “It was horrendous. There’s nothing we could do apart from sit and watch the TV. It was panic at first and I knew my hands were tied. I wanted to get on a plane and fly out there but couldn’t.

“Seeing them was an enormous relief. We went straight to the doors and grabbed them. Their plane was very sombre and people were crying as they were reunited with family.”

Thousands of tourists have since fled north African resorts and holiday firms put on additional flights while 1,000 extra police have been deployed at tourist sites and beaches in Tunisia.

A Thomson spokesman said they had arranged an additional 12 flights

yesterday.

He added: “We’d like to reassure all other customers that our team is working round the clock, handling a continuously moving and challenging situation, to make the necessary arrangements for our customers in Tunisia who wish to return to the UK and we ask that they please bear with us.

“Those affected by the tragic events in Tunisia are our main priority and we will continue to do all we can to support our customers as well as their family and friends in resort at this exceptionally difficult time.”

Tributes to those who were killed have flooded social media while the Queen last night sent her “deepest sympathy”.

In a statement released by Buckingham Palace the monarch said: “Prince Philip and I were shocked to learn of the attack on British tourists in Tunisia on Friday.

"We send our sincere condolences to the families of those who were killed and our deepest sympathy to the people who are still fighting for their lives in hospital, and those who have been seriously injured. Our thoughts and prayers are with those of all countries who have been affected by this terrible event.”

Meanwhile investigators are searching for accomplices as the Interior Ministry officers said they were “sure” Seifeddine Rezgui, a 24-year-old student, who was killed at the scene, had help planning the massacre. The gunman’s father and three roommates are being questioned by police.

The Tunisia terror attack came on the same day a man was found decapitated in France after an attack by a suspected Islamic extremist on a gas factory who also set off an explosion and a Shiite mosque in Kuwait was bombed killing at least 25 people.

Although Friday’s attacks are not being linked by the authorities, they come after the so-called Islamic State called for their followers “to make Ramadan a month of calamities for the

non-believers”. It comes after 22 people were killed in March at the National Bardo Museum in Tunis, less than 90 miles away.