The lure of Louisville: besides the Kentucky Derby, there's a lot to do in this cosmopolitan city.

• Author: Rothenberg, Sheila
• Position: Going Places

IT'S THE FIRST SATURDAY IN MAY, and the horses explode out of the starting gate for the annual "Run for the Roses"--the Kentucky Derby. For more than 125 years, the first leg of racing's famed Triple Crown has brought thousands of tourists flocking to Louisville to cheer the finest three-year-olds to the finish line. Yet, there is far more to this city than horse racing and mint juleps at Churchill Downs. As we came to Louisville to discover what goes on there the other 51 weeks of the year, we were pleased to find a cosmopolitan city that offers major attractions in the arts, sciences, and dining.

Years ago, a British student told us that he had come to visit America on a three-month visa. We countered that the U.S. is a big country, so what did he have in mind--Disneyland, Broadway, the Grand Canyon? To our surprise, Ian told us his plan was to hop a bus from New York City and head up to Niagara Falls, then proceed on to see the cities and back roads of the nation via train and bus. Before he returned home to England, Ian regaled us with his adventures, and we came to realize that he probably knows firsthand more about our country than most Americans. His odyssey stuck with us over the years, and when we saw an announcement for the annual Louisville Humana Arts Festival in early April, we decided to take a chance on what we regarded as a less-than-exotic type of vacation and made arrangements to head for Kentucky.

Not surprisingly, the general reaction of family and friends, when told of our plans, was "Louisville--of all places! Why?" While it's true that the city is not even remotely among the first areas that leap to mind as a vacation spot, we can now proclaim, after experiencing its charms, that, with extensive arts programs and museums, restaurants, sports venues, Antiques District, historic homes, and so much more, it should be!

Although not the Deep South, Louisville is still southern enough to provide a slower, calmer pace than the bustling Northeast that sets the tone for a relaxing time. This was immediately evident as we picked up our rental car in the lot conveniently located just a few steps from the baggage area at Louisville International Airport. Our 20-minute ride to town was a pleasant introduction to an enjoyable week of open roads, courteous drivers, and, most welcome, no impatient horn-blowing. Thus, with minimal effort, we found our way to the Camberley Brown Hotel.

Poised on a quiet corner just minutes away from most attractions, shops, restaurants, and the Ohio River, The Brown, with its Georgian Revival architecture that has earned it historical landmark status, has set the standard for elegance and service for more than 75 years. Over that time, it has ably coped with Prohibition (with a wink and a nod to the "bring-your-own-bottle" guests and diners); the Great Depression, when loyal staff members willingly worked weeks before getting paid; and the epic 1937 flood. The latter, it was recounted to us by a hotel representative, occurred when torrential rains caused the Ohio to rise more than 34 feet and inundate the town. The Brown was not spared, and its lobby was swamped with three feet of silt-filled water. Legend has it that people whiled away the time fishing from its magnificent second-floor marble balcony.

The Brown's rich history also encompasses entertaining the troops passing through town during World War II; debutante balls; visits from foreign dignitaries like the Duke of Windsor and such American "royalty" as Pres. Harry Truman, actresses Elizabeth Taylor and Fanny Brice, cowboy star Gene Autry, and Louisville-born heavyweight champion Muhammad Ali; the downturn and subsequent rebirth of the area; and hosting the legions of "improvers of the breed" who flock to Churchill Downs. Parenthetically, the hotel boasts that it briefly employed native son Victor Mature, years before he struck it big in Hollywood, as an elevator operator, but fired him for leaving his post to dance with a young lady who struck his fancy.

In 1993, the Camberley Hotel Company acquired the somewhat-faded grande dame and set about to bring The Brown back to its original splendor. The successful result is a melding of exemplary old-style service with contemporary luxury. The hotel's revival is personified by the courtliness of the uniformed and top-hatted bell crew who greet you upon arrival and are prepared to assist guests in any way during their stay, whether whisking bags to their room almost before they have finished registering, having their car purring at the curb within moments when needed, providing clear, easy-to-follow directions to every famous attraction or obscure bistro, giving unfailingly accurate restaurant recommendations, or finding time to dispense Louisville lore without neglecting other duties.

Our accommodations were on the non-smoking club floor and, having settled for a hasty, unsatisfying airport lunch between connecting flights, we were delighted to find a lounge area set up for afternoon tea. Freshly baked chocolate chip or peanut butter cookies, baskets of fruit, and a variety of teas, coffees, and soft drinks were set out in a bright, cheerfully decorated room replete with sofas, easy chairs, and a scattering of mahogany tables to sit around while partaking of the treats. The lounge and desk outside it are the domain of the omnipresent concierge, the upstairs equivalent of the downstairs bell crew, an invaluable aide for making reservations to theaters and restaurants, recommending day trips, and providing all the little amenities that make a stay at a well-run hotel a pleasure.

Our room was a classic example of old-style elegance, opting for down-home comfort over the ultra-modern bells and whistles so many of today's newer hotels concentrate on. Our visit was made particularly memorable thanks to the Camberley/Brown "Dream Bed"--a delightful king-size feather bed confection of triple sheeting, down comforter, and six immense pillows to sink into. With so much to do, though, our room saw little of us each day until bedtime.

A leisurely drive around Louisville revealed a lovely city of tree-lined streets and 19th-century stone houses, many featuring large stained-glass windows, wraparound porches, and well-tended gardens. Our curiosity aroused, we were pleased to find that historic home tours abound, ranging from simple farmhouses to Italianate Renaissance revivals of the post-Civil War era.

There are many sides to Louisville, and one of the most attractive to tourists is found down near the...