St Paul , reached along I-94 (and served by buses #16A, #21A or downtown express route #94BCD), has more wealthy old homes and civic monuments than Minneapolis. Here, too, downtown buildings are linked via skyways. Call in at the jazzy Art Deco lobby of the City Hall and Courthouse , Fourth and Wabasha, to see Swedish sculptor Carl Milles' revolving 36ft Vision of Peace , carved in the 1930s from white Mexican onyx. The castle-like Landmark Center , a couple of blocks away at Fifth and Market, and the glittering Ordway Music Theatre both overlook Rice Park, probably the prettiest little square in either city. Town Square Park is a lush, multilevel indoor garden in a shopping complex. The gorgeous granite and limestone Minnesota History Center , 345 W Kellogg Blvd (Tues, Wed, Fri & Sat 10am-5pm, Thurs 10am-9pm, Sun noon-5pm; free), with its extensive research facilities and some inventive exhibits for the more casual visitor, is the best place to grasp the state's story. An immense steel iguana is the doorkeeper at the exciting hands-on Science Museum of Minnesota , 120 W Kellogg Blvd (Mon-Sat 9.30am-9pm, Sun 10am-9pm; $10; ), which also has a domed Omnitheater (entry included in ticket). Or check out the Minnesota Children's Museum , 10 W Seventh St (summer daily 9am-5pm, Thurs till 8pm; rest of year closed Mon; $5.95; ), where even big kids will be diverted by the five interactive galleries.

A well-preserved five-mile Victorian boulevard, Summit Avenue, leads away from downtown. F. Scott Fitzgerald , born close by, finished his first success, This Side of Paradise , in 1918 while living in a modest row house at no. 599. He disparaged the avenue as a "museum of American architectural failures." Look for the coffin atop no. 465, once the home of an undertaker, and visit the James J. HillHouse at no. 240, a railroad baron's sumptuous mansion from around 1891 (tours every half-hour Wed-Sat 10am-3.30pm; $6; reservations recommended; tel 651/297-2555). Territorial governor Alexander Ramsey 's house (tours on the hour May-Dec Tues-Sat 10am-3pm, Sun 1pm, 2pm & 3pm; $6; tel 651/296-8760s), nearby at 265 S Exchange St in the fashionable Irvine Park district, remains a showcase of Victorian high style.

The costumed staff does a fine job of interpreting Minnesota's frontier past at Fort Snelling (May-Oct Mon-Sat 10am-5pm, Sun noon-5pm; $6; tel 612/726-1171), near the airport off highways 5 and 55. Built between 1819 and 1825 on a strategic bluff at the confluence of the Mississippi and Minnesota rivers, this was Minnesota's first permanent structure - a successful attempt by the US government to establish an official presence in the wilderness that had recently been won from Great Britain. Another good bet is the venerable and picturesque Como Park Zoo and Conservatory , reached by taking I-94 to the Lexington Ave exit, then continuing north on Lexington for about three miles (summer daily 10am-6pm; rest of year daily 10am-4pm; free). Farther afield, in suburban Apple Valley, off Hwy-775 (take bus #77Z from the Mall of America), is the spacious, highly regarded Minnesota Zoo (May-Sept Mon-Sat 9am-6pm, Sun 9am-8pm; Oct-April daily 9am-4pm; $8, or $14 combination ticket; tel 951/431-9500, ). The animals reside in reconstructions of their natural habitats; the Komodo dragon exhibit, Imation IMAX Theater and new Discovery Bay aquatic center are outstanding.

Annual celebrations in St Paul include a beanfeast called Taste of Minnesota (tons of food, live entertainment, rides and fireworks) running from late June to July 4 and the nation's largest State Fair (end of Aug to early Sept). The Winter Carnival (late Jan to early Feb) is a frosty gala designed to make the most of the seasonal freeze with ice and snow sculpturing, hot-air ballooning, team sports, parades and more. Perhaps, though, the longest-running celebration here is Hockey Season - the non-summer months. The twin cities finally got a pro hockey squad again - the Minnesota Wild - and the new Xcel Energy Center (317 Washington St; tel 651/222-9543, ) is testament to the sport's importance round these parts.