Usually you look for a motel well away from any train tracks. And if you can't find one, at least you ask for a room as far from the rails as possible. Well, not here. At this Pennsylvania motel for and by railroad fanatics, a location 50 yards from the main line is a point of pride, and a trackside room is an upgrade.

At the Station Inn bed-and-breakfast in the Allegheny mountain town of Cresson, Pa., the rails are alive with the sound of music -- to the ears of trainiacs, anyway, who flock to the ramshackle building where trains seldom stop. Here they have developed porch-sitting into a fine art of train-watching, complete with straight-from-the-dispatcher scanner soundtrack.

To all but the most avid rail fans, Cresson is almost beyond comprehension. An average of 70 trains rumble through each day, all clearly visible from the lengthy front porch of the Station Inn. Most are freights, some so long they take 15 minutes to come and go. Only a few are passenger trains, and they are barely noticed.

Perhaps only a rail fan (or a patient spouse) could truly love the Station Inn, with its single beds in austere rooms -- no air conditioning, TV or phones. Not to mention the loud rumbling of the freight trains.

I married into a family of this particular tribe. My late father-in-law seldom traveled unless there was a trolley or train museum to be seen, or a ride to be had. My brother-in-law is modeling the B&O Railroad -- from his home in San Diego. For a while, each of my three sons went through a model railroading phase, and we've done our share of excursion train traveling on family trips. I understand the lure . . . I think.

On my first afternoon, I join half a dozen others on the porch and settle into a rocking chair facing the tracks. Dress is casual and generally includes train caps and railroad-related T-shirts. Most of the train-watchers are male and retired. There's a former banker from Connecticut. A retired state trooper from New Hampshire has brought along his wife. He watches, she reads. There's one couple in their twenties, unusual. They're from Upstate New York. He's a rail fan. She's never done this before and is trying really, really hard to be a good sport.

Cresson, where the Pennsylvania Railroad used to employ hundreds of workers, still has a small engine terminal and maintenance yard. Thus trains often stop to decouple their "helper engines" that have aided their ascent up the mountain, a subject of some porch talk.

At 4 p.m., two freight trains pass each other. These are "all stock," I'm told, meaning container cars and some multilevel auto carriers. A faster Amtrak passenger train whips by shortly before 5. After dinner, Wally Fortier, a retired railroad worker from Vermont, counts 172 cars on one freight train, and his son Mike, a computer consultant, observes approvingly, "That's a lot of trucks that aren't on the highway."

Wally says a westbound freight train passing by is empty. He can tell by the sound. "If they were loaded," he says, "they wouldn't rattle like that."

You learn such train esoterica at the Station Inn, which for the past 11 years has been owned and operated by Tom Davis, a retired New Jersey school administrator and an unabashed train nut.

"We're attuned to rail fans," Davis says. "That's our whole drift." The building was constructed in 1866 as a hotel that Davis has upgraded, modestly, without changing much of its ancient essence.

In my first-floor, track-facing Reading Railroad room -- with curtains of pale green, cream-colored walls and pictures of Reading locomotives on the wall -- are two single beds separated by a night table and light. In one corner is a small desk with a composition notebook containing testimonials to the Station Inn experience. "Trip #7. We come every summer," writes a couple from Wyoming, Ill. "Who needs planes, TV and air when you have the sight, sound and smells of trains."

Of spouses along for the ride, Davis tells me, "They knit, they read and they always report they've never had such a relaxing two or three days in their lives." Sometimes couples come in two cars, so the wives can go antiquing, to the Logan Valley Mall in Altoona, Pa., or to the gardens on the old Charles M. Schwab estate in Loretto, Pa., while their husbands watch trains. Along the main line of the former Pennsylvania Railroad, Cresson and other towns strung along Route 53 offer plenty of train attractions. Not surprisingly, the local weekly paper is the Mainliner and its logo is a locomotive.

Davis urges me to go see the famous mountain tunnels in tiny Gallitzin, Pa., about five miles up the road. There, another train-crazy hotel (who knew?), the trackside Tunnel Inn, boasts, "Only the engineer is closer to the train." In Gallitzin, a bridge over the tracks offers snapshot views of two tunnels banked by grassy berms.

Maybe the most beloved rail feature in the neighborhood is the famous (trust me) Horseshoe Curve near Altoona (from which the local minor league baseball team, the Curve, gets its name). The U-shaped track, a 2,375-foot sweep, wraps two mountain slopes. It was a mid-19th-century engineering solution to a vexing railroad problem: how to surmount the high ridges separated by a deep ravine. The wow factor is real, even to a non-rail fan, as I discover the next day. I arrive early, before a funicular ride starts, and walk up 194 steps to trackside.

But back at the Station Inn's porch, there's infinite opportunity for rest. I spend most of my time barely moving from the 60-foot-long porch, which has 30 viewing chairs.

A radio scanner is almost always turned on, tuned to the railroad frequency so train-watchers can eavesdrop on the engineers, yardmasters and dispatchers at the Cresson rail yard. During "quiet hour," from 11 p.m. to 7 a.m., porch-sitters are asked to "keep scanners on low volume and conversations subdued. Please allow fellow guests a good night's sleep." Of course, it's never really quiet at a railroad motel.

"I can think of worse things waking you up at night than trains going by," says Mike Fortier.

Now, I've lived close enough to trains to hear them in the night, but always from a distance. I suppose after a while you could get used to the proximity, even sleeping through the clackety-clack. I try counting trains instead of sheep, but the late-night/early-morning romance of the rails eludes me, along with sleep. Just as I begin to doze, another train rumbles by. For an hour, it seems as if the trains have stopped and I catch a few winks. Or maybe I just dreamed that.

I'm up for good at 5:30 when the alarm goes off, almost a soothing sound. A train with bulk commodities, mixed freight from Morrisville to Pittsburgh, is due by at 6:05, followed by merchandise in container cars from Norfolk heading west to Detroit at 6:20. Railroads never sleep. I wonder if railroad fans ever do.

Guests at the Station Inn in Cresson, Pa. -- through which about 70 trains pass each day -- watch from the inn's porch. Left, rail enthusiasts capture the action at the nearby Gallitzin Tunnels.Innkeeper Tom Davis, left, sits with his guests at breakfast at the Station Inn as a train passes by.