Virginia Fiennes, wife of explorer Sir Ranulph Fiennes and the inspiration behind some of his greatest adventures, has died after a short illness. Lady Virginia, aged 56, died in hospital in Exeter with her husband at her bedside. She was diagnosed with cancer in November, the day after her husband returned home from running seven marathons in seven days.

Born in Godalming, Surrey, in 1947, Virginia Pepper grew up in Sussex as a neighbour of the Fiennes. The chalk quarries at Amberley on the South Downs, which are now an industrial museum, had for 300 years been owned and worked by the Pepper family.

Ginny married army officer and adventurer Ranulph Fiennes in 1970. It was she who came up with the idea of a voyage around the world across both poles using only surface

transport.

Ranulph and Virginia Fiennes, accompanied by a small team, set off on the 35,000-mile journey from London in 1979. They finished the trip three years later, having

survived everything from a polar bear attack to severe desert sunburn.

As the mission's main

organiser, Virginia travelled much of the way with her husband - setting up and running bases at the North and South poles during the trek - and worked for the expedition from 1972 until 1985, when all its debts were finally paid off. In 1987, the Queen awarded Sir Ranulph and his wife the Polar Medal. Virginia was the first woman ever to receive the

honour.

Former recipients include explorers likes Captain Robert Scott and Ernest Shackleton. She was also the first woman ever to be voted into the

formerly all-male Antarctic Club.

Sir Ranulph Fiennes went on to mount more than 30 expeditions, including attempts to reach both poles unsupported. He suffered a heart attack and underwent bypass surgery last year. Months later, he ran seven marathons on six continents in seven days - he had meant to run on seven continents, but a planned Antarctic marathon had to be relocated because of bad weather.

The explorer and his wife were childhood sweethearts and met when Sir Ranulph was 12 and she was aged nine, when their families lived in the same Sussex village.

As they grew up, they fell in love and the adventurer, then a 21-year-old lieutenant in the Royal Scots Greys, used to climb on to her school roof for secret meetings.

Interviewed in 1998, Sir Ranulph said: ''Ginny's the

single most important thing in my life. The expeditions, projects and farm would lose their point without her. She's not only my wife, but a sister and friend.''

His wife added: ''I'm not the sort to throw myself on the floor and burst into tears each time he sets off on one of his expeditions.

''I married Ran knowing what he's like and what he does. I just keep extremely busy. And because I've been on polar expeditions with him, I can relate to what he's doing.''

When she wasn't accompanying her husband on his adventures, she was a breeder of pedigree Aberdeen Angus cattle and Black Welsh Mountain sheep on their farm in Exmoor, Devon.

The couple had no children.

Lady Virginia Fiennes; born July 9,1947; died February 20, 2004.