Frankfort, Kentucky, a delightful surprise tucked into the hills of the Bluegrass State, rests between Louisville and Lexington. The city has served as the capital since 1792 and features not one, but two beautiful state capitol buildings. Better still, lots of attractions in town are free.

But it's not politics as usual in Frankfort. In addition to its history, this winning city offers a wonderful getaway, complete with a downtown that would make any visitor vote yes for a pleasant escape.

Friday for Filibustering
Check in to the Holiday Inn Capital Plaza ($94.95) on Wilkinson Boulevard (502-227-5100) for the ideal location from which to base your explorations.

Now hit the official stuff, because the government buildings won't be open beyond Friday afternoon. Wander on over to Broadway Street where you'll find the Old State Capitol. Built in 1830, the limestone Greek Revival structure now serves as a museum, and it's free. After viewing the former statehouse, drive to Capital Avenue for a free tour of the new State Capitol, one of the prettiest in the country.

Put the veto on politics for a while, and cast a vote for a fine meal at Serafini, located on the corner of Broadway and St. Clair Streets. Try the Goat Cheese and Apple Salad ($8) and the Pork Ossobuco ($18).

Free concerts take place every other Friday night on the Old State Capitol lawn in summer months. Call Downtown Frankfort, Inc. (502-223-2261), for details. Or check out Nema's Grille on St. Clair Street. This Middle Eastern spot features belly dancers on Friday nights, starting around 8:30.