Where: Woodstock, Va.

Why: Woolly mammals, '60s nostalgia and dazzling fall colors.

How Far: About 75 miles or two hours from Vienna.

Every autumn in these parts a migration occurs: Hordes of Washingtonians meander through the Virginia countryside to Shenandoah National Park for the annual rite of leaf-peeping. That's fine if you like bumper-to-bumper traffic. But if you don't, then let us suggest an alternative for ogling multihued foliage. Head farther west to the million-acre George Washington National Forest. While many of its hiking trails lead to scenic overlooks, the best viewing spot doesn't require much trekking -- it's just a short climb up the steps of the Woodstock Fire Tower on Overlook Mountain.

The tower was originally built so that rangers could spot forest fires nearly a hundred miles in every direction. Yet unlike similar structures in other forests, this one's open to the public. The 50-foot-high lookout, with its narrow, steep staircase, isn't for those with vertigo. The observation deck, however, is large and solid, and offers an unforgettable panoramic view. To the west are the Appalachian Mountains and the famous seven bends of the Shenandoah River. To the east you'll see from Fort Valley and Massanutten Mountain to the Blue Ridge Mountains. Just visible through the trees below (facing west) is a hang gliding and paragliding launch. On breezy days with northwest winds, glider pilots put on quite a show, swooping and diving before rocketing thousands of feet above the mountain.

The trip to Woodstock goes through charming towns and past farms and forests, though at first it seems to be a never-ending journey through strip-mall land. Luckily, even among the sprawl is beauty: At the Vienna Arts Society, paintings of native flowers and rural landscapes beckon the metropolis-weary traveler. Once in the countryside, you may be tempted to slither up the serpentine tree in the courtyard of the Plains' Grace Episcopal Church (though that's probably not a good idea). And if you call ahead, you can get a closer look at the residents of Marshall's Alpaca Full Moon Farm (540-364-4720). The creatures do sometimes spit -- but usually not at people.

Matthew Graham