In the spring of 1964 I took a transfer from Exxon USA to Esso Libya. My new position was to work as a well-site geologist, assigned to the Benghazi, Libya office. When my wife and I moved to Benghazi, we were only two years out of college, and neither of us had ever traveled or lived outside of the southwestern United States. Our time spent in Libya was immediately prior to the overthrow of King Idris's monarchy by Colonel Omar Gadhafi. The impending coup was evident to us as we interacted with Libyans on a daily basis, and observed the unrest in the country. Before we left Benghazi there were riots in the street, and one night we were caught up in a wild, screaming demonstration in a movie theater. We were lucky to have come out unscathed. This book is an account of our two years in Benghazi. It is a window into how life was in Libya before Gadhafi, and before the more recent revolution sent a once peaceful country spiraling into chaos.