45 miles S of Wilmington; 84 miles E of Baltimore; 43 miles N of Rehoboth

To race-car fans, Dover means NASCAR twice a year. To gamblers, it's a place to play the slots. To history buffs, this town is where the U.S. Constitution got its first "yea" vote.

Set in the middle of this tiny state, Delaware's capital has its share of museums and attractions. Problem is, too many people fail to slow down on their way to the beach! What a shame.

At least the wildlife is smart enough to stop: Bombay Hook National Wildlife Refuge offers migrating visitors 16,000 acres of marsh and wetlands.

Plotted in 1717 according to a charter by William Penn, Dover was originally designed as the Kent County seat. By 1777, this rich grain-farming community's importance had increased, and the state legislature, seeking a safe inland location as an alternative to the old capital of New Castle, relocated to the more central Dover. Delaware became the "first state" on December 7, 1787, when its delegates assembled at Dover's Golden Fleece Tavern to ratify the Constitution of the United States, the first state to do so.

Today, Dover continues to be a hub of state government and business. Its history is showcased at a sprawling agricultural museum, a museum of American art stocked with lavish works donated by Delaware art collectors, and the Old State House. On the city's southern edge, Dover Air Force Base, the largest airport on the East Coast, is home to its own museum of aircraft.