Joanne O'Connor explores the Roman ruins and spectacular desert landscapes of North Africa's hottest destination.

Walid shakes hakes his head sadly when I say: "I'll give you 12 dinars for the necklace."

Then, when I come back with: "Oh all right then, 15. Fifteen dinars," a look of pain ripples across his face, as if I have offended him.

"How much then?" I ask, exasperated.

"No dinar. I don't want your money. It's a gift."

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Something very odd is happening. This is the fourth shop in Tripoli's old town that my friend, Andie, and I have walked into, clutching our hot, little wad of money, and so far we've failed to spend a single penny.

It started in the market, when the man on the fruit stall wouldn't let us pay for a bag of dates. Then, in the patissierie, the boy with eyelashes as long as a camel's shyly insisted that we take two pieces of baklava.

Now Walid is fastening beads around my neck and inviting us to have a cappuccino with him in his tiny Aladdin's cave of a shop in the copper souk.

This wouldn't happen in Marrakech, I think to myself. But this is not Morocco; it is Libya, where tourists are more a source of mild curiosity than wallets on legs.

Against the deafening clang of hammers on metal from the workshops, Walid says something I am to hear several times here: "Your gift to us is that you visit us and you go home and tell people that Libya is not a bad place. We are not bad people."

Libya has come a long way since the dark days of the 1980s, when the shooting of a woman police officer outside the Libyan embassy in London and the bombing of a Pan-Am flight over Lockerbie, Scotland, turned it into a pariah state.

Now, 37 years after he took control of the country, Muammar Gadaffi seems to be curbing his more antisocial tendencies.

Like most tourists, I've come on an organised tour. To get a visa, you need to book with a tour operator. It's forbidden to travel around the interior without a guide.

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There are 11 in our group plus Stan, the tour leader, Milud, a local guide, and a chubby young man with freckles and red hair. He doesn't speak any English and, at first, nobody seems to know who he is, but Stan tells us that every time they go to the bathroom he shows Stan his gun and winks, so we surmise he's our armed guard.

Gadaffi, nicknamed "Mad Dog" by President Ronald Reagan, may be mellowing in his old age, but this is still a dictatorship, albeit eccentric and run on quasi-socialist principles.

Passengers arriving at Tripoli airport are greeted by political slogans ("Partners not wage workers") and portraits of the leader in his trademark sunglasses.

Tripoli is a low-key and likeable place. Outside the walls of the old town, young men in combat trousers and designer sunglasses shop for trainers and DVDs, while old men sit drinking coffee in the shade of jacaranda trees.

Inside the walls of the medina, the ancient part of the city, is akin to winding back the clock a couple of centuries.

Narrow lanes each have a designated purpose or trade. In the spice souk, pale-skinned Berber women with tattooed chins shop for dried herbs, cinnamon and ginger. Another street hums to the drone of sewing machines. The closer to the centre you burrow, the further back in time you seem to go.

The medina has been sinking into dereliction since World War II, when it was damaged by bombs. Many families left to live in the houses abandoned by the Italians. Once beautiful buildings are occupied by poor migrant workers who have crossed the desert from Chad and Niger.

Tripoli doesn't have the snake-charmers, fire-eaters, the energy or heady exoticism of Marrakesh or Cairo. But nor does it have hordes of tourists or pushy salesmen. It allows you the luxury of being an observer.

Libya's Roman heritage is never far from the surface. Nowhere is it more spectacularly preserved than at Leptis Magna.

A 90-minute drive east along the coast road from Tripoli, Leptis is Libya's biggest tourist draw. Yet, on the day we visit, we have it entirely to ourselves.

Once a Phoenician port, it became one of the great cities of the Roman empire. Today, frogs hop over intricate mosaic floors of the villas, weeds push between the smooth paving stones and the old Roman baths are filled with rainwater.

In the forum, Gorgon heads stare down blindly and columns inscribed with Latin lie toppled on their side. The only sound that can be heard is the quiet roar of the sea. It doesn't take a great leap of imagination to picture the original inhabitants going about their business. At times I feel like I'm trespassing.

We fly south to Sebha, gateway to the Sahara, and are met by our drivers. There's a bit of a scrum among the ladies in the group to ride with Abdel, a Tuareg who cuts an imposing figure, dressed head to toe in indigo, his eyes peeping from his blue headscarf.

I jump into a Jeep with Sanusi who, despite the blazing heat, is wearing a full-length woollen overcoat. He has customised his dashboard with camel fur. Tuareg tribal music plays on the cassettes as we head into the desert, the road ahead stretching into infinity.

After miles of monotony, I spot a lake in the hazy distance surrounded by palm trees.

"Water?" I ask Sanusi. He smiles and shakes his head: "Mirage."

We camp in the Akakus mountains, an eerie landscape of strange rock formations, close to the Algerian border. While we put up our tents, the cook rustles up a dinner of camel and macaroni, which tastes better than it sounds.

After our meal, we sit around the camp-fire while the drivers sing and drum on plastic water carriers. They ask us for a song. There's lots of embarrassed shuffling and coughing until Grant, the photographer, treats them to a rendition of a cartoonish old English tune called Any Old Iron. They don't ask us again.

We spend the next two days exploring the more outlandish geological features of this area and stopping off at caves to admire the incredible rock art. Although the area is remote, we bump into several convoys of tourists following a similar trail.

Some of the paintings depict crocodiles, giraffe and elephants, which historians believe date them to 10,000 BC when the desert was a fertile savannah. On the third day, we head north to Ubari - the Sahara desert of the imagination.

They call it a sand sea and it's an apt description, for there is something liquid about the way the dunes undulate. As the Jeep lurches up and over the endless, soft, rolling peaks, I even start to feel seasick.

We set up camp and climb to the top of a nearby dune, sinking knee-deep into the warm sand as we watch the sun set. There's no birdsong, no breeze. Not a tree or a road - or even a vapour trail in the sky. Just sand and blue sky.

That night I finally pluck up the courage to abandon the tent and sleep under the stars. I see enough shooting stars to run out of wishes and wake in the cold, grey dawn to find countless little paw prints of various shapes and sizes in the sand around me.

Piles of litter by the roadside tell us we are leaving the desert the next day. But there's one last treat in store. The Ubari lakes are oases fed by underground rivers, which sit like miracles in the middle of the desert.

Gebroun, the largest, is surrounded by reed beds and palm trees, and has spawned a minor tourism industry. There's a ghost village of mud-brick houses where Tuareg salesmen display silver jewellery and a few cafes selling cold drinks. After my time in the desert, I had fantasised about diving into the cool water but I find it's oily and stagnant.

At Tripoli airport, I make a last valiant attempt to spend my remaining dinar. But it's no good. The man in the kiosk has other ideas.

"You come into my shop. Take what you like. Christmas present. You are my friend."

I leave Libya with a heavy heart and a singing camel under my arm.

CHECKLIST
Getting there: Emirates has frequent flights from New Zealand to Dubai and then has connections to six cities in North Africa including Tripoli.

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