Neighbors tell us they could not believe what they were seeing. it was an intense scene.
The smell of smoke, huge flames and cries for help.
Firefighters say three kids got out but two people, one adult and one child, didn't make it.
Neighbors could not believe the size of the flames coming out of the apartment next door.
Santiago Quinones said "it was a big one, big flames."
Quinones knew something wasn't right when he woke up this morning.
"I was sleeping , I heard the noise, and then I smelled it, the smoke and then I woke up. I opened the window, I got me head out and I didn't see anything," Quinones said.
Quinones just saw his neighbor last night, now he was seeing the intense flames shooting out of her apartment.
"I went back to bed again and then I laid down in the bed and I head the noise again 'help, help' then I came out that door and saw the fire," Quinones said.
Quinones then called 911, and within minutes, fire crews were on the scene.
Sioux Falls Fire Rescue Division Chief Jeff Helm said "there were five, at least five people in the building at the time of the fire. three of the children were removed, there were out off the structure when fire crews arrived. we're still piecing together the story on that."
Another neighbor was at work when he got the call about what happened. He returned to find his own apartment suffered some damage.
Hector Hernandez said "I got my clothes in the truck but I don't know if its good or not, it smells like smoke. Everything smells funny, I don't know, I think I'll throw them away maybe, I don't know what's going to happen."
Fire rescue tells us they believe the fire started on the bottom floor of this two-story apartment.
Neighbors say a kitchen was located on the lower level.
But at this point fire investigators are looking into the cause.