NEED A PLACE to parade your tweeds this weekend? Why not take the Wagoneer over to Easton, Md., and rub leather elbow patches with about 20,000 leading lights of the chic waterfowl subculture?

"You won't find any sweatshirts or nylon windbreakers in this crowd," said Bill Perry, who helped found the Easton Waterfowl Festival 15 years ago and who has since watched it blossom into a gathering ground for the Eddie Bauer set.

"People will be wearing the finest tweeds and the best camel's hair coats," said Perry. "There are some hunters, of course, but the folks that come here are from wealth, from all across the country. They run the gamut -- birdwatchers, outdoor types, artists. We put the emphasis on class."

Not that lesser lights don't keep knocking. "I had a guy come by last year and offer me I don't know how much money," said Bud Wood, a real estate man with offices near the center of the action. "He wanted to set up a table in front of my place and sell some kind of hairy rugs, like something you see in a shopping center parking lot.

"I told him we didn't need any of that. The people that run this festival have been working hard to keep that element out."

Keeping the hoi polloi out is, in fact, one of the tougher missions of the 750 volunteers who, along with two paid employees, run this annual nonprofit goose-and-duck extravaganza in the heart of Maryland's goose-happy Eastern Shore. The festival features hundreds of artisans and thousands of their works -- oil paintings, water colors, carvings, photographs, and gadgets and gizmos associated with waterfowling. And plenty of good Eastern Shore seafood.

A few years ago, attendance was so heavy that lines to various exhibits wound up crossing each other in the street, which sparked some grumbling. The following year, ticket prices jumped from $2 to $5, and attendance dropped from about 24,000 to under 20,000, to everyone's relief. But the push is on again. "Quite frankly, the town can't handle more than about 20,000," said Valerie Bittner, who works in the show office.

All of which leaves folks like Perry, who sits on the festival board of directors, in a curious pickle. He'd consider upping the ante again, Perry said, but the festival makes so much money now it's hard to find justification, and it might be even harder to figure out what to do with the extra lucre.

Last year, directors donated $154,000 in profits to charities, most notably to the conservation and hunting organization Ducks Unlimited. That raised total donations over the 15 years to almost $1 million.

The Waterfowl Festival remains an event unique enough to merit attending, even if it's just to see how the other two per cent lives. What's five bucks, anyway?

"I was amazed," said Kate McCarthy, a non-waterfowler from Massachusetts who was dragged to Easton during a visit to Maryland a few years ago. "I remember sitting on a shuttle bus heading to some exhibit and all of a sudden everybody in the back of the bus started practicing on their duck calls. Who knew this sort of thing existed?"

The waterfowl festival in fact is three days of total immersion in duckdom. The entire town (pop. 8,000) turns itself over to the event. "There is not a business or civic association that isn't touched by the festival," said Wood, who simply opens the door of his offices for the weekend to let any passerby use the bathroom or gobble the oysters and other snacks he leaves out.

Exhibits are in every available shelter in town, with the venues connected by free shuttle buses that roam from headquarters at the Tidewater Inn to the high school to the Elks Club, St. Mark's Methodist Church, the middle school, the Academy of Arts, the mayor and council building, the fire hall and even a bank lobby.

The exhibits range from elaborate ecorative duck carvings and oil paintings in the Tidewater Inn's Gold Room, where nothing sells for under $1,000, to less expensive oils and watercolors, carving exhibitions, a duck-tion, an auction of decorative decoys, waterfowl photographs for sale, a gift shop, carving seminars, working decoy sales and all sorts of unauthorized jocularity at shops and businesses throughout town.

One tradition at Easton has shop owners devising clever scenes to decorate their windows. A recent contribution showed miniature geese huddled around a worktable, carving tiny human decoys. Another depicted a raid by duck police on a private club in which geese played slot machines.

I remember strolling through Easton a few years ago, chuckling at the window dressings. The picturesque streets of the 275-year-old town were littered with golden autumn leaves, recordings of duck and goose sounds rang from hidden speakers in people's lawns, the taste of oysters and crabcakes from the Lions Clb's food stand lingered in my mouth, and I looked up at dusk to see wild geese and swans soaring across the roofs toward resting places -- the real thing imitating art below.

Which raises one last obnoxious question. Are the super- realistic paintings and carvings that comprise the bulk of the wildlife "art" at Easton really art, or simply illustration?

"I would say it's mostly illustration, with some works which project more of the emotion of art," said Marilyn Schotte, who works at the Smithsonian Insititution and is president of the Guild of National Science Illustrators.

Schotte said many wildlife illustrators become obsessed with accuracy, to the point where you can count the wrinkles in the skin of the feet of the birds represented, and it's the right number, but the carvings and paintings offer no emotional kick at all.

"Art vs. illustration is a difficult question," said Schotte. "The primary function of a piece of art is to evoke emotion. An illustration is supposed to explain, communicate and enlighten; to convey information." Obviously, which work is art and which is illustration will always be a matter of spirited conjecture.

So if you get bored at Easton, you can always suggest to some revered painter that the artwork he's asking $5,000 for is a glorified illustration in a fancy frame. Or you could just seek out a place and set up a stand and sell your own art -- something like hairy rugs, for example.

EASTON WATERFOWL FESTIVAL -- Runs from 10 to 8 Friday and Saturday, 10 to 5 on Sunday. Parking is available on the outskirts of town, with free shuttle buses to and from exhibits. Follow the signs from U.S. 50 to parking.

Admission is $5 for adults, free for children under 12. The decoy auction is at the high school at 2 on Saturday, and admission is an extra $2; the goose-n is at 8 Saturday, and also is $2 extra. For more information, call 301/822-4567.

GETTING THERE -- From the Beltway, take U.S. 50 across the Bay Bridge and just keep on going.


Easton is about smack in the middle of the Eastern Shore, so before or after visiting the festival, you might want to taste a few other treats of this wonderful region in fall, its high season.

Some nearby sights:

* The Chesapeake Maritime Museum in St. Michaels, just 10 miles east on Rte. 33, has a number of historic boats of the Chesapeake region on display. The museum is open daily 10 to 4 until January, then weekends only until mid-March. Admission is $3 for adults, $1 for children. 301/745-2916.

In St. Michaels, good meals are available at the Crab Claw, the Salty Oyster, Longfellow's and the Inn at Perry Cabin.

* A large fleet of working skipjacks, the oyster boats that consititute the last remaining commercial sailing fleet in the nation, ties up nightly at Tilghman Island, 15 miles past St. Michaels on Rte. 33. Crabbing, oystering and farming remain the backbone of the Tilghman economy. There's good food at Harrison's Chesapeake House and The Bridge Restaurant.

* Oxford, 10 miles southeast of Easton on Rte. 333, has the nation's oldest private ferry service, the Oxford-Bellevue ferry, which has crossed the Tred Avon River since 1683. Meals are available in the elegant Robert Morris Inn and at the Town Creek Restaurant and The Masthead.

* Blackwater National Wildlife Refuge, south of Cambridge and about 25 miles from Easton, is where thousands of Canada geese winter along with of ducks, swans and snow geese. The best time to visit is just before dusk, when the birds return to the refuge after feeding in nearby fields.