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SANFORD, Fla. – A friend who was on the phone with Trayvon Martin moments before he was fatally shot by George Zimmerman testified that she told the Miami teen to run after he told her he thought he was being followed.

Rachel Jeantel testified Wednesday in the third dau of Zimmerman’s second-degree murder trial. She is considered one of the prosecution’s most important witnesses.

Jeantel said Trayvon told her that he thought he had evaded the man following him. But a short time later, Trayvon let out a profanity on the phone.

Jeantel testified that Trayvon then said Zimmerman was behind him and she heard Trayvon ask: “What are you following me for?”

She says she heard Trayvon’s phone headset fall and then Trayvon say “Get off!”

Earlier Wednesday, two of Zimmerman’s neighbors testified to hearing howls and shouts for help in the moments before he fatally shot 17-year-old Trayvon, with one claiming the cries came from a boy and the other saying the neighborhood watch volunteer was on top of the Miami teen during their fight.

Under cross-examination, Zimmerman’s defense attorneys challenged neighbor Jayne Surdyka’s account of how she could tell the cries were those of a boy and used photos of Trayvon and Zimmerman to raise doubts about how former neighbor Jeannee Manalo knew which man was on top of the other.

Circuit Judge Debra Nelson also made a ruling that prosecutors had said was important to their case, allowing five police dispatch calls Zimmerman had made in the six months prior to the shooting to be played Wednesday before the six jurors and three alternates. There had been four alternates but one was dismissed Wednesday for reasons unrelated to the case. The dismissed alternate was a Hispanic male who said during jury selection that he also competed in arm wrestling competitions and could do a one-armed pull-up.

Surdyka told the court that before the Feb. 26, 2012, shooting, she heard an aggressive voice and a softer voice exchanging words for several minutes in an area behind her townhome at the Retreat at Twin Lakes.

“It was someone being very aggressive and angry at someone,” she said.

During the struggle, she said, she saw a person in dark clothes on top of the other person. Trayvon was wearing a dark sweatshirt and Zimmerman wore red clothing. Surdyka said she saw the person who was on top get off the body after the shot was fired.

Surdyka said she heard cries for help and then multiple gunshots: “pop, pop, pop.” Only one shot was fired in the fatal encounter between Zimmerman and Trayvon.

“I truly believe the second yell for help was a yelp,” said Surdyka, who later dabbed away tears as prosecutors played her 911 call. “It was excruciating. I really felt it was a boy’s voice.”

During cross-examination, defense attorney Don West tried to show there was a lapse in what Surdyka saw. Defense attorneys contend Trayvon was on top of Zimmerman during the struggle, but after the neighborhood watch volunteer fired a shot, Zimmerman got on top of Trayvon.

West also challenged Surdyka about her belief that the cry for help was a boy’s voice, saying she was making an assumption about whose voice it was.

Manalo, testified after Surdyka that she believed Zimmerman was on top of Trayvon, saying he was the bigger of the two based on pictures she saw of Trayvon on television after the fight. Manalo also described hearing howling, but she couldn’t tell who it was coming from, and then a “help sound” a short time later.

Under cross-examination, defense attorney Mark O’Mara asked why she had never mentioned her belief that Zimmerman was on top in previous police interviews. He also got her to concede that her perception of Trayvon’s size was based on five-year-old photos she had seen of him on television that showed a younger and smaller Trayvon.

Trayvon’s parents have said they believe the cries for help captured on 911 calls made by Zimmerman’s neighbors came from their son, while Zimmerman’s father has said he believes the cries belong to his son. Both prosecutors and defense attorneys believe they could show whether Zimmerman or Trayvon was the aggressor in the encounter. Defense attorneys successfully argued against allowing prosecution audio experts who claimed the cries belonged to Trayvon.

Before the February 2012 shooting, Zimmerman had made about a half-dozen calls to a nonemergency police number to report “suspicious” characters in his neighborhood.

Prosecutors had argued that the police dispatch calls were central to their case that Zimmerman committed second-degree murder since they showed his state of mind. He was increasingly frustrated with repeated burglaries and had reached a breaking point the night he shot the unarmed teenager, prosecutors say.

Defense attorneys argued that the calls were irrelevant and that nothing matters but the seven or eight minutes before Zimmerman fired the deadly shot into Trayvon’s chest.

Seven of the nine jurors and alternates scribbled attentively on their notepads as the calls were played Wednesday.

In the calls, Zimmerman identifies himself as a neighborhood watch volunteer and recounts that his neighborhood has had a rash of recent break-ins. In one call, he asks that officers respond quickly since the suspects “typically get away quickly.”

In another, he describes “suspicious” black men hanging around a garage and mentions his neighborhood had a recent garage break-in.

Zimmerman, 29, could get life in prison if convicted of second-degree murder for gunning down Trayvon as the young man walked from a convenience store. Zimmerman followed him in his truck and called a police dispatch number before he and the teen got into a fight.

Zimmerman has claimed self-defense, saying he opened fire after the teenager jumped him and began slamming his head against the concrete sidewalk.

Zimmerman, whose father is white and whose mother is Hispanic, has denied the confrontation with the black teenager had anything to do with race, as Trayvon’s family and its supporters have charged.