By Karen Rubin

A city best known for the "Run for the Roses"--the Kentucky Derby--is a city on the move, with blossoming art, science, culture and history literally popping up from the pavement. Louisville, Kentucky, in America's heartland, is pulsing with excitement with an incredible diversity of attractions, some totally unique, that prove a big hit with families.

Take a crack at the bat or take your pulse; watch art glass being blown or stoneware prepared for firing; see gorillas roughhousing in their habitat and history come to life. Louisville has what you would expect-thoroughbred horses, Bourbon whiskey, and baseball bats-but also offers scores of surprises that are engaging for young and old alike.

Louisville abounds in premier attractions that will delight families, a surprising number within walking distance from one another, or reachable by a charming free trolley. Start off at Louisville Slugger Museum, where you can watch major league players' bats being manufactured right in front of your eyes, (I can no longer watch a baseball game without thinking about the bat). Diagonally across the street is the Louisville Science Center with many interactive exhibits and where you can also experience IMAX movies. You can catch a baseball game at Louisville Slugger Field. Visit the world-class Louisville Zoo and its new Gorilla Forest habitat (hosting the first gorillas in Kentucky). Glassworks, another new attraction, lets you see art and museum-quality glass being made by world-renowned visiting artists. The Kentucky Derby Museum at the famous Churchill Downs brings new understanding to this sport of kings.

Take your roller blades, because Louisville has completely revitalized its riverfront with parks, paths and $2.5 million Extreme Park, an exclusive area for boarders, bikers and bladers (open 24 hours a day, 7 days a week and admission is free). Not to mention the paddlewheelers which can t take you for a ride on the Ohio River, where Lewis & Clark set out for the exploration of the West.

By 2004, Louisville will also have a major, world-class attraction: the Mohammed Ali Center, paying tribute to a native son who went on to international renown and, through this exhibit, to inspire others to become the greatest they can be. Also opening in 2004: Owsley Brown Frazier Historical Arms Museum and the Kentucky African-American Cultural Center.

In all, Louisville is seeing $754.6 million in improvements, renovations and new attractions that make a visit here so worthwhile-you might even want to stay. Indeed, one of the biggest surprises is how affordable it is to visit-and live in-Louisville. Prices on everything from hotels to restaurants to attractions and cultural events are about 30 to 50 percent lower than a major metropolitan city.

Louisville Slugger Museum

I no longer focus on the stats or the stance as the player comes to the plate during the World Series. As the player winds up to take a mighty swing, I find myself focusing on the bat--ever since my visit to Louisville Slugger Museum, the largest museum devoted to the "heart of the game," hitting. I never imagined it would be so interesting, or that there were so many nuances to whittling this oddly shaped tool. But for all the Little Leaguers big and small, this is like going to the fountainhead.

The museum makes the ballpark experience very real, with sights and sounds, and emphasizes the personal connection to the players (such as seeing Babe Ruth's bat, where he carved a notch for every homerun hit with it!). Indeed, the remarkable story is really about the collaboration between the players and the company, Hillerich & Bradsby, going back to 1884 (Ted Williams used to come each season to pick out the timber for his bats). As you walk into the museum, going passed the world's largest bat, at 120-feet high, you see a wall of 6,000 signatures of famous baseball players going back to the first signee (and the first professional athlete to endorse a retail product), Honus Wagner in 1905. The wall also includes signatures of Babe Ruth, Joe DiMaggio and Ken Griffey, Jr. burned into the white ash wood.

The first stop is a well-done, inspirational and informative short film which tells this impressive history of the company that is, amazingly, still in the Hillerich family, headed by the grandson of the founder; John A. "Bud" Hillerich was 14 years old and learning his father's trade as a cooper when he turned a wooden baseball bat for Pete Browning. The museum tells the story of the development of the bat and about the interesting baseball personalities. Then, you walk through what appears to be an underground locker room into a full-size dugout and step onto the museum's playing field.

There, you can face down a 90-mile-an-hour fast ball (you have only one-third of a second to make a decision about whether and where to hit). Kids can climb through a giant ball and glove made of limestone. In this museum, the batboys have the honor of a display, and there is an American baseball coaches Hall of Fame.

You also can tour the manufacturing facility (every day but Sundays and holidays) and watch how bats are turned out in just 30 seconds time using a metal template (only a few bats these days are hand-turned any more), turning out 1,400 bats a day. You learn the nuances of the different grains, weights, sizes, grips, colors. You can see the batches of bats being readied for delivery to today's baseball heroes (they don't just get one at a time, they get dozens since they go through 60 to 120 bats a season), since H&B is still the only company under contract to produce bats for Major League Baseball.

The kids coming through look like they are in heaven, especially in anticipation of seeing their own bat being turned in the factory. They can order the specifications, and then have their name imprinted ($42 for youth baseball; $45 for adult, $62 if you want your actual signature).

The Museum, which opened in 1996, is also a fascinating story about this entrepreneurial enterprise that is still led by a Hillerich, the grandson of the founder. The museum, which gave the company's head office, the plant and gift shop a storefront, also became an anchor of redevelopment for the downtown. (Open Monday-Saturday, 9 a.m.-5 p.m. year-round,, and Sundays, noon to 5, April-November; $6/A, $5/Seniors; $3.50/6-12 (no bat production on Sundays or holidays); 800 W Main St., 502-588-7228, www.sluggermuseum.org.

Louisville Science Center

We have visited many science museums around the country and found Louisville Science Center to be one of the best anywhere. Kids have a blast trying out inter-active exhibits and devices that demonstrate scientific principles, but adults and particularly teenagers, will be equally engaged by the tone and the presentations of the exhibits. I was particularly impressed with the displays of real brain, real lungs, real heart, and in a separate exhibit (with appropriate warnings), actual embryos in various stages of development with sounds of the womb and descriptions of what the embryo is capable of at that stage.

The exhibits look inviting, and draw a lot upon interactive technologies, which have become a staple of science museums, but the Louisville Science Center goes beyond that, in that they directly apply science to everyday life and use language that would be engaging to a teenager. "The World We Create," offers 50 action areas that celebrate man-made innovation in manufacturing, transportation, architecture, physics, engineering and communication. The second major permanent exhibit, "The World Within Us," is especially well done, with more than 70 interactive displays that let you take an inside look at seven body systems in action, get immersed in a "mystery environment" one sense at a time. One particularly moving section introduces you to real people with disabilities who describe their experience as if they are sitting with you in your living room (the tone was pitched to teenagers). In another section, where visitors are exhorted, "This is your life, your world," you are invited to picture yourself 20, 30 and 40 years into the future. KidZone is a hands-on exhibit area for children 7 and younger and their caregivers, and Starstation One, presented in conjunction with the International Space Station, offers daily activities to explain its function and importance. There is also an IMAX theater, where I was able to watch the most amazing presentation about "The Human Body" I have ever seen-actually portraying the changes that take place during puberty.

In 2004, the Science Center will open a third permanent exhibit, "The World Around Us," focusing on natural and earth sciences and environmental issues. (Open Mon.-Thurs., 9:30 a.m.-5 p.m., Fri.-Sat., 9:30 a.m. to 9 p.m., Sunday, noon-6 p.m., Science Center & IMAX, A/$9, $7/2-12 & 60+. Louisville Science Center, 727 West Main Street, 502-651-6100, 800-591-2203, www.LouisvilleScience.org.

The Louisville Zoo

The new Gorilla Forest at The Louisville Zoo is like a walk through modern-day Africa-by design. The $15 million, four-acre exhibit, part of the 133-acre Zoo, is designed to immerse the visitor into the world of the Western lowland gorilla, and provide animals with a naturalistic habitat that meets their biological and social needs. At the same time (reminiscent of Disney's Animal Kingdom, in fact), it calls attention to present-day Africa with its sometimes clashing contrasts of vast forest wilderness an human cultures and the dangers to habitats.

You follow a Discovery Path, winding through lush tropical growth of over 8,000 botanical specimens, passed where it seems a logging truck has gone off the road, with sound effects and trails, and a "research station" until you finally come into the Gorilla sanctuary. The gorillas (the first in the state of Kentucky, they are actually from other zoos while their own habitats are being remodeled) have both outdoor and indoor environments. Indoors, visitors can see them at very close proximity.

The zoo hosts 1,300 animals of considerable variety, including rare Pygmy hippos, endangered black-footed ferrets, polar bears, lions, rhinos, zebras, Masai giraffes, orangutans, tapir, bats, tigers and rare birds in naturalistic surroundings. An indoor HerpAquarium offers fish, amphibians, reptiles, Komodo dragons. The Australian Outback section offers seals, sea lions, polar bears and Wallabies.

The Zoo's daily seal training and elephant aerobics demonstrations are showstoppers that let you witness the animals doing what comes naturally. The Outpost Playground and Boma African Petting Zoo provide hands-on activities for children. The Zoo even offers children opportunities to camp out over night.

You can take a ride on an antique conservation carousel, a tram or the miniature train.

(Open year-round. A/$8.95; $5.95/3-11, $6.95/S. 1100 Trevilian Way, 502-459-2181, www.louisvillezoo.org)

Kentucky Derby Museum

Kentucky Derby Museum, at Gate 1, is a premier attraction that successfully captures the pride, tradition and excitement of "the greatest two minutes in sports."

You enter through a starting gate to a 10-foot square video of racing horses coming at you head-on. The first section conveys the pageantry, color and events of Derby Week, with exhibits of everything from the Derby Hats and Mint Juleps, to a replica of the infield Winner's Circle featuring the current Kentucky Derby winning horse, jockey and Garland of Roses, and an entire collection of trophies. Derby aficionados can listen and view footage from various runnings of the Kentucky Derby dating back to 1918 on the Warner L. Jones Jr. Time Machine, including Secretariat's record-setting performance in 1973.

You get to learn what makes a champion thoroughbred, what the life of a thoroughbred is like and personal histories of famous Derby horses. In The Winner's Stable you can examine the career of six Derby winners, including audio narration of jockeys, owners and trainers talking about the winning horse.

You also get to learn about the life of a jockey and his or her importance as a "teammate" to the horse, with saddles, jockey scales and equipment, as well as photographs, graphics and artifacts, and audio quotes. A particularly inspiring exhibit focuses on the contribution of African Americans in thoroughbred racing, particularly as the first jockeys (prior to 1902, 15 of the 28 Derbies were won by African Americans). There is even an International Horseshoeing Hall of Fame, honoring the craft of the farrier.

At "The Starting Gate," you can sit on a life-size model horse and see what it is like to be a jockey in the original modern electric starting gate that was used in three Kentucky Derbies between 1940 and 1977,

You get the full excitement of a famous running of the Kentucky Derby in a cleverly done video projection all around an oval room the size of a ballroom.

Backside Track Tours, offered from March through November ($5), are one-hour walking tours of Churchill Downs and the Museum's paddock area (weather permitting), where the resident thoroughbred (a retired competitor) lives with his companion, a miniature horse. The current resident is 1997 Derby contender Phantom on Tour, whose bloodlines include Derby winners Secretariat, Northern Dancer and Reigh Count.

(Kentucky Derby Museum is open Monday-Saturday, 8 a.m. to 5 p.m., Sunday, noon to 5 p.m., $8/A, $7/seniors, $3/5-12, 502-637-1111, www.derbymuseum.org.)

Lewis & Clark & the Waterfront Park

Louisville's magnificent riverfront is now a 6.9-mile long Riverwalk and a Waterfront Park with playgrounds, great lawns and public gardens, running and biking paths, where you will find paddlewheelers and floating restaurants: The Belle of Louisville, a National Landmark and the oldest Mississippi-style sternwheeler in the country, the Spirit of Jefferson and the Star of Louisville (lunch, dinner and entertainment, 502-589-7827, www.staroflouisville.com).

The Waterfront Park, along with the Falls of the Ohio State Park on the Indiana side of the River, will also be a major venue during the Bicentennial Celebration the Lewis & Clark expedition, Oct. 19-26, 2003

Indeed, the Louisville CVB is offering a "Lewis & Clark - Where the Exploration Began" package throughout 2003, that provides vouchers for admission to Filson Historical Society, Locust Grove Historic Home, the Falls of the Ohio State Park, the Kentucky Derby Museum, and lunch or Sunday brunch on the Star of Louisville. (The CVB will also provide accommodations packages for visitors during the Oct. 19-26 festival.)

Falls of the Ohio State Park (which is actually in Clarksville, Indiana, across the river and 2 ½ miles from downtown Louisville), has been certified by The National Park Service as an official site on the Lewis and Clark National Historic Trail. It was here that Meriwether Lewis and William Clark formed their famous partnership, recruited and enlisted men in the Corps of Discovery, and departed for their journey west on October 26, 1803. The Visitor Center features exhibits and a movie, "Spirit of the Land," depicting Lewis & Clark's regional story (shown at 1 and 3 p.m.). The George Rogers Clark Homesite has a representation of the cabin where William Clark lived with his older brother George Rogers Clark in 1803. Mill Creek, just below the cabin site, is where Meriwether Lewis and William Clark began their famous journey together (201 West Riverside Drive, Clarksville, IN, 812-280-9970 www.fallsoftheohio.org).

Lynn's Paradise Café

For funky and fun dining, do not leave Louisville without stopping in at Lynn's Paradise Café where I guarantee, parents will feel more like kids than the kids do. This is partially because of the prevailing décor: 1950s dinette sets that will give you déjà vu of your childhood home, and plastic tchochkes that would have made Andy Warhol salivate, a funhouse mirror, eye-popping jungle mural, artwork (by the waiters, so you can ask), and an incredible collection of "Ugly Lamps"-the winners of the annual contest Lynn sponsors each year at the Kentucky State Fair. Then, there are the toys and Trivia cards on the tables in case you somehow failed to get in the mood.

As soon s you pull into the parking lot, you begin to grin and do a double-take (did I really see that?); when you walk in, you break out into a smile, and then, when you see the menu and taste the food. give up all inhibitions altogether. The portions at Lynn's Paradise Café (where the motto is "Eat and Be Happy") will make you think you have joined Pinocchio and the boys on the island of decadence, but the food is absolutely irresistible. Her BLT fries are to die for: homefries smothered with bacon, spinach, tomatoes, onions, jack cheese and horseradish sour cream. Breakfast is the big attraction (and fortunately, you can have breakfast any time of the day).

Lynn's Paradise Café is actually a local place, in one of Louisville's wonderful neighborhoods, the Highlands. But it has earned national attention, and a place on everybody's "Best of" list (serves breakfast, lunch and dinner Tuesday-Sunday, 7 a.m.-10 p.m., 984 Barret Avenue, 502-583-3447, www.lynnsparadisecafe.com).

Family Adventure Package

The Louisville Slugger Museum, Louisville Science Center, and Louisville Zoo are all featured in an inclusive two-day/one-night Family Adventure Package to Louisville. In addition to accommodations, the package includes admission tickets for four people to each of the Louisville Slugger Museum (with four mini-bats as souvenirs); Louisville Science Museum (including an IMAX film), and Louisville Zoo, with prices as low as $105 per room.

But you will want to stay longer because there is so much more, including Six Flags Kentucky Kingdom, a full-feature theme and water park with seven roller coasters (502-366-7508, www.sixflags.com); Louisville Bats at Louisville Slugger Field, a Triple A professional baseball team affiliated with the Cincinnati Reds (502-21202287, www.batsbaseball.com) and more.

For further information as well as to book accommodations and packages, contact the Greater Louisville Convention & Visitors Bureau, 888-LOUISVILLE (568-4784), or visit www.gotolouisville.com.

Photo Captions:

(1)The Louisville Slugger Museum is where you can see baseball bats being made, and learn about the history of the "heart of the game." (photo by Karen Rubin).

(2)The Louisville Science Center proves engaging for children and adults alike (photo by Karen Rubin).

(3)Newly opened Gorilla Forest at The Louisville Zoo lets visitors get nose-to-nose with residents (photo by Karen Rubin).

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