When I mention the city of Milwaukee to people, the first thing they usually say is, "Oh, beer and brats!" But spend a few days in the city, and you'll realize it has so much more to offer visitors.

Like its neighbor to the south, Chicago, Milwaukee is a city that was founded by early settlers of Polish, Italian, German and Russian heritage. Their blue-collar work ethic built the city, and up until the 1990's, the city was best known for its breweries, beer-soaked brats, summer festivals and baseball.

But in the mid-1990's, the city decided it was time to update the image. And to do it, it took to the water. Milwaukee is a city surrounded by it. Bordered on the east by Lake Michigan, the city also has both the Menomonee and Milwaukee Rivers coursing through it.

The historic Third Ward district (web: www.historicthirdward.org), just to the south of downtown, is where the two rivers meet. Here was where the city first started reinventing itself. Gone are the old abandoned factories, many built in the 1930s and earlier. In their place is a completely renovated hip district of condos, cafes and shops, all housed in the original vintage facades.

It is the downtown area that has benefitted most from the city's committment to bettering itself. Utilizing the waterways flowing through the heart of the city, Milwaukee has built a $12 million project called RiverWalk that offers double-wide sidewalks lining both sides of the Milwaukee River from the city's north edges to the Third Ward in the south. Eventual plans are to link it to the nearby LakeWalk, to provide a continuous pedestrian system along the waters. Along the walk are steps leading down to small terraces that overlook the waves -- perfect for a quiet reading area or a romantic moonlight rendevous. Even as recent as ten years ago, most people came downtown at night only to attend a concert or if they happened to be in the area. Now, a slew of new businesses, such as cafes, bars and shops, line the RiverWalk, inviting people to come downtown for...well, the sake of coming downtown.

One thing to note is that with the current upgrading of the downtown area comes the replacement of the Marquette Interchange. This multi-clover leaf road intersection connects I-94, I-794 and I-43 on the western edge of downtown and there will be road construction and ramp closures throughout the project's completion in 2008. For more information on the progress of this project, please visit www.mchange.org when planning your visit to Milwaukee.

Museum lovers will find plenty to do in Milwaukee. The Milwaukee Public Museum (web: www.mpm.edu) offers three floors of constantly changing displays that encourage interactment, and the museum regularly brings in special touring events, such as the recent King Tut exhibit, and the current one on chocolate (yum!). It is also home to the Humphrey IMAX Dome Theater, which features a theater screen six stories tall -- it's so large even a whale can be shown life-sized.

Over on the lakefront is the city's newest pride and joy, the Milwaukee Art Museum (web: www.mam.org). Designed by Spanish architect Santiago Calatrava (the first in America), the building itself is a work of art, resembling a winged ship, with a 90-foot tall glass reception area and the signature Burke Brise Soleil. This architectural element features external large moveable wings that fold and unfold throughout the day to capture the sun's rays. The wingspan at its widest is 217 feet, wider than a Boeing 747-400 airplane, and weighs 90 tons. Inside, the exhibits are just as exhilerating.

Nearby, the Henry W. Maier Festival Park is home to a slew of ethnic and music festivals that rival the best in the world. Polish Fest (web: www.polishfest.org), German Fest (web: www.germanfest.com), Indian Summer Native American Festival (web: www.indiansummer.org), Irish Fest (web: www.irishfest.com) and Festa Italiana (web: www.festaitaliana.com) are the major not-to-be-missed ethnic festivals held throughout the summer, but they're just the tip of the iceberg. Among the others worth checking out are PrideFest (web: www.pridefest.com), Asian Moon Festival (web: www.asianmoonfestival.com), Mexicana Fest (web: www.mexicanfiesta.org) and African World Festival (web: www.africanworldfestival.com).

But if you love music, you simply must attend one of the city's largest festivals, Summerfest (web: www.summerfest.com). Held for eleven days overlapping the Fourth of July, this festival has 12 stages operating continuously from noon to midnight, offering just about any genre of music you could want to listen to. Artists appearing on these stages range from local bands to international superstars like Metallica, Tim McGraw and Green Day. The best part is the festival has worked hard to keep ticket prices reasonable. Where many concert tickets will cost $50 and up for two, maybe three bands, Summerfest offers its entire day's events, including general admission lawn seating at the Marcus Amphitheatre, for under $15 per adult (reserved seating at the Marcus Amphitheatre shows will only add an average of $25 to the ticket price). Better yet, each stage is usually sponsored by a brewery, so there's no shortage of suds to imbibe (for purchase) while enjoying your favorite band. Just don't forget your sunscreen.

The Wisconsin State Fair (web: www.wistatefair.com) is also held annually in Milwaukee, at the State Fair Park. Celebrating the state's agricultural and dairy industries, the festival is worth stopping at if, for nothing else, the gigantic fresh-made cream puffs that are so enormous that you can barely get your mouth around it. Don't even think about counting calories here.

Arts lovers can enjoy performances by the Milwaukee Ballet Company (web: www.milwaukeeballet.org), the Milwaukee Repertory Theater (web: www.milwaukeerep.com), and the Milwaukee Symphony Orchestra (web: www.milwaukeesymphony.org).

Nature lovers will enjoy the Mitchell Park Conservatory (web: www.county.milwaukee.gov), also known to locals as "The Domes", due to the three glass cones that are visible for miles. One dome is a biosphere reproduction of a desert climate, the second is a tropical biosphere and the third is all about flowers. And yes, there's even a world-class Milwaukee Zoo (web: www.milwaukeezoo.org).

Sports fans visiting the city have four national teams to root for. The Milwaukee Brewers (web: www.milwaukeebrewers.com) thrill baseball fans at the mammoth Miller Park, just west of downtown; while the Milwaukee Bucks (web: www.bucks.com) share basketball courtspace with the Milwaukee Admirals (web: www.milwaukeeadmirals.com) ice hockey team at the Bradley Center downtown. You'll also find the Milwaukee Wave (web: www.milwaukeewave.com) soccer team downtown at the Midwest Airlines Center. In the western suburb of West Allis, State Fair Park is home to NASCAR's Milwaukee Mile (web: www.milwaukeemile.com) and the Pettit National Ice Center (web: www.thepettit.com), an Official U.S. Olympic Training Facility which offers public skating hours daily.

And if you've come in search of the legendary beer and brats, never fear -- Milwaukee still has plenty of both. Miller Brewery (web: www.millerbrewing.com) sits just west of downtown, it's rooftop logo visible from all areas. They offer free tours daily, which include free samples of some of their brews (21 and older only). Nearby is the independent Sprecher Brewery (web: www.sprecherbrewery.com), home of some of the best micro-brewed beer and sodas I've ever tasted. Their tour costs $3 and offers visitors four beer samples (21 and older only), unlimited soda samples (all ages) and a souvenier beer glass to take home. The Lakefront Brewery (web: www.lakefrontbrewery.com) also serves up a delicious tour of specialty brews and Golden Maple rootbeer for only $5. Speaking of factory tours, if you enjoy motorcycles, don't miss the free Harley-Davidson (web: www.harley-davidson.com) factory tour in Wauwatosa, a western suburb. This is where the hearts/engines of many of the company's best selling lines are built.

In the next article in this series, I'll tell you the best places to eat, stay and play in Milwaukee.

The articles in this series:

Part 1: Downtown Milwaukee Presents a New Face To Visitors
Part 2: Milwaukee: Where to Eat, Stay and Play
Part 3: Milwaukee: The Basics

Related articles:

The Hilton Milwaukee City Center Combines Upscale Ambiance With Lots of Water

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For more information:

Visit Milwaukee: 1-800-231-0903; www.visitmilwaukee.org.