"Far From the Maddening Crowd" (Frederick County's motto). "Oh, my yes, Frederick County's changed," says dog warden Reno Linton of New Market, standing on the ancient brick sidewalk of Main Street outside Mealey's Hotel. Linton interrupted his investigation of a bad dog complaint to direct me to a local inn.

"Twenty years ago it was all different," he says, his mouth pursed, eyes matter-of-fact under his official hat. "All different."

It's true, Park and Rides have sprung up everywhere down county, outlanders from California and New Jersey have opened inns. Frederick restaurants offer brunch and electrified jazz. The cities are reaching long fingers into rural Frederick.

But not to worry. the newcomers, fleeing high taxes and city living, are fighting hardest of all to preserve the things that make Frederick County, supplier of 25 percent of the milk Maryland drinks, a pleasant green place, essentially rural. The county remains the country.

Changes comes slowest in the northern part of the county walled in by the Appalachians, where the mountain people wrote their history in old logging roads and beautiful stone fences. Mostly German immigrants, they fired the Catoctin Iron Furnace, farmed the mountain top valleys, gathered oak and chestnut bark for the tanneries. You can see a bit of their lives in the Visitors' Center at Catoctin Mountain Park. "The old ways never gits outta the person, neither," says Virginia Kendall, retired janitor for the National Park Service, who lives in nearby Lantz and whose words are enshrined on the walls above photos and artifacts. "My, but this was some time around here."

Mostly what brings visitors are sights like Cunningham Falls, close to a three-mile round-trip walk from the center. Or you can choose a trail to Blue Blazes Whiskey Still, a walk through a canopy of hardwood trees not far from Camp David. The still is typical of the old-time stills once standard on almost every farm hereabouts. They fell out of use when Congress slapped a liquor tax on them, and Blue Blazes was hidden here in the woods to escape the revenuers. You can smell the liquor, which you think is a trick of your imagination until you read that the Park Service gives booze-making demonstrations daily.

You can reach the falls easily enough via the old Hagerstown-Westminister Turnpike. It can get very crowded on the weekend and you'll see no wildlife, though the naturalists say white-tailed deer and wild turkey live near the less-populated trails of Catoctin Mountain.

Religion runs deep in this mountain country, and the little churches life their spires everywhere against the green of the hills. The Catholic retreats near Emmitsburg draw visitors to see the Community of Saint Elizabeth Ann Seton and the replica of the French Grotto of Lourdes. The bell tower of the grotto rings the quarter hours in tones that must carry to the valley below, while the faithful climb the gentle path studded with marble benches on which to contemplate the stations of the cross. At the top a spring gushes from the rock, and the visitors wait in line for a drink and to fill the plastic bottles they bring.

The grotto is four miles from Thurmont, a village where a traffic jam is as rare as a free parking space is in Washington. Nevertheless, when I saw it, traffic sat in gridlock on the main street, the result of an accident blocking nearby U.S. 15. In Thurmont, pop. 2,359, the front porch, is every home's command post and the entire village had emerged from their front doors to hear the news. Word spread via the grapevine, porch to porch, while through traffic remained stalled motionless.

Royer's, where we had lunch, is unprepossessing as a gas station outside, but inside serves first-rate crab cakes and homemade blueberry pie.

The Cozy Restaurant nearby is heavily advertised. It is undeniably more eye-catching, with decor that includes an old barber chair, an ancient machine to measure your heart rate, one that measures your sex appeal (broken) and a pseudo-Victorian mall where the make-believe shopkeepers are forever out to lunch. An old railroad car has been made into an annex and every day the buses unload more tourists who love the quaintness of it all.

Nobody could come to this country without wanting to bring home some of the things that grow here. Meadows rich with corn celebrated by Whittier line the road tall enough to block the view on every side. Oddly, there aren't many roadside stands, but just south of Thurmont is Toomey's Farm Market, open seven days a week, year round. Orchards loaded with ripening apples stretch out from the stand as far as you can see. Here what you buy is truly hours from land to hand.

Leaving Thurmont, it is possible to pick up Catoctin Furnace Road, which runs parallel to the highway through the villages and pastures of the town itself. This furnance is where the colonists manufactured 100 tons of shells for the defense of Yorktown, and it sits there today as if the fire had only just gone out. The quiet desuetude of the place is as soothing as chamber music. Queen Anne's lace and jewelweed have grown up close to the beautifully laid stone walls and, lying on our backs in the grass under a big tree, we watched a mother rabbit escort her baby to the copse beyond.

On down Route 15 is Frederick itself, a city steeped in yesterday and home of the legendary Barbara Frietchie, who leaned from her window on S. Patrick Street to insult Stonewall Jackson. Her house was badly damaged by a flood but a replica has been built on the old foundations and a passageway made from her parents' house next door. Everything now is exactly as it was, with the things that were saved back in place, including the gray dress she wore when she shook the Union flag in the general's face. The teacup from which George Washington drank when he came to tea is here, though no one is sure which of several it is. The bed on which she died is there, as are the grand old steel engravings of the Civil War generals and battles she hung on the walls of her 1868 home.

Whittier took some liberties with the facts, says the historian in charge of the houses, and the new slide show offered in the parlor of her parents' home is a clever blend of fact and legend telling you things Whittier never did. We knew she was only five feet tall and fierce as an eagle, but few of the history books relate that at 40 she married a 26-year-old glovemaker with whom she lived happily.

Frederick, for all its storied past, is beginning to feel the influence of the cities to its south and east. The wags are calling Market Street Georgetown North these days and its restaurants include French, Japanese and Spanish. Still, old ways cling. Across the street is a permanent sign reading "No Parking, except Dr. Martin"; the streets themselves remain as narrow as they must have been when the rebel hordes marched through. But Happy Hour has hitchhiked north from the city, and at the Province you can dine elegantly on duck with olive salad to the strains of electrified piano and guitar. Frederick has a foot in both worlds.

Almost 120 years ago, the town fathers of Frederick paid Confederate Jubal Early $200,000 ransom to spare the city in his march. The money was handed over at the handsome Court House still standing on the corner of N. Market and Second streets. Out in Mt. Olivet Cemetery are the graves of Barbara Frietchie and Frederick's other famous citizen, Francis Scott Key, the lawyer who wrote "The Star-Spangled Banner." The American flag flies over his grave night and day as it does nowhere else.

All these 19th-century goings-on are recent history out at Schifferstadt, a 1756 German farmhouse that Frederick claims is the finest example of early German architecture in the country. The house, spare and bare within, today house galleries used by local craftsmen to exhibit. Don't imagine these are mountain folk toting in baskets and whittling they fashioned during the shutaway winter months. Schifferstadt artists are mainly the new young exurbanites and once a month they throw a party to celebrate their new show.

"Mostly I do pottery," said Nancy Bodner, a pretty young woman wearing a spring of Queen Anne's lace and a patchwork dress by fellow artist Linda Rause, "but this time I was chosen for baskets." Downstairs Paul Graham was manning the reception desk, taking time off from his machine shop in nearly Woodsboro. His intricately carved wooden spoons were selling well. Schifferstadt is a nice place to pick up a few gifts.

Eight miles east of Frederick is New Market, another world tuned to the tourists and protected by its listing as a National Historic Site. High-wheeled, horse-drawn Conestoga wagons once rattled westward on Main Street, where the houses sit shoulder to shoulder, flush with the street, like spectators watching the parade go by.

Antiques are New Market's business and prices haven't dropped with the economy. Sunday is the big business day of the town. Beginning at noon, when the first of the dealers open his doors, you can buy anything from a Federal chest to a Victorian bathing suit. Saturday is also a business day, but the rest of the week is catch-as-catch-can.

Saturday evening is the peaceful prelude to commerce and, if the fire engine doesn't go through, a quiet idyll. Walk up Main and you might see Hilda Free, postmaster for two decades until her retirement in 1981, tending her petunias, or warden Linton making inquiries about a dog. Up and down the street the wicker front porch chairs are occupied and the talk is desultory. The parking lots on the street are empty; New Market is on hold.

At No. 17 is the Strawberry Inn, Ed and Jane Rossig's 7-year-old venture and a charmer. When you stay with the Rossings you get a key to the room and the front door as well, and are told that breakfast will arrive at your door at the hour you request. You might even eat it on your own private rear porch -- fresh peaches, homemade bran muffins and jam with coffee, pretty napkins tucked in silver napkin rings. The lamp on my bureau was kerosene, but it was mostly for decoration since my bedside lamp was electric. The room was air conditioned and the bath up to the minute. Nothing could have been nicer.

The Rossigs were friendliness itself, inviting us to use the parlor and confiding that yet another bridal couple had taken the pink room above. Ed is a retired Westinghouse division head from New Jersey who has been recently involved in the local fight to keep things like truck stops out of New Market.

In New Market you eat at Mealey's, the oldest continuing business in town. Dick Mealey, the first Mealey to own the hotel, used to meet salesmen arriving from the cities on the trains, chauffeur them about in their work and bring them back to his hotel for the night. Mealey's no longer rents rooms, but it serves family-style country food as it has over the years, including its famous dough fritters. Current owners are the Jim Jeffries, a Frederick couple that is keeping the hotel open longer hours and drawing a new dinner crowd. Mealey's under the Jeffries is old fashioned and friendly, with the emphasis on full plate and solicitous service.

Marty Martinez and Daniel Pelz run the new Inn at Buckeystown, a pretty town with carpenter Gothic turrets rising peak on peak, sparkling white paint, wide front porches with geraniums -- a restored village out of a picture book. Martinez and Pelz are part of the new Frederick County wave, drawn into the area by the rural delights and a chance to make a buck. Together they've turned an ancient country house into an appealing inn chockablock with golden oak and serving meals from antique china and pressed glass. The Floors are beautiful in their satiny polish. Pelz is an expert cook and Martinez, who cooks during the week, serves what he describes as down-home food.

In nearby Brunswick, an 1834 boom town sparked first by the canal and then the railroad, sleeps today in the sun overlooking the railroad freight yards, just another Park and Ride for commuters.

Nothing today brings the visitors to Brunswick.

"It's not very big at all," says Dana Moore, the just-turned-15 guide at Brunswick Museum and niece of a railroad switchman. The Tourist Council of Frederick County has brochures describing Brunswick as a picturesque old railroad town, but its charm is not immediately noticeable.

Still, Brunswick has its pleasures. In the museum, up the stairs in the converted Red Men's Hall, is a country town's past. On the third floor of Red Men's Hall, for example, are the recreations of all the railroad stations important to Brunswick.

Then there is the photo album of all the graduates of Brunswick High School since 1902. In 1902 there was just one graduate and they couldn't find her picture, so there's a blank page with just her name, Pearl Montgomery. The next year there were four, but nobody can identify one. You can flip them over, year by year, and see Brunswick in review.

"Lots of retired railroad men live here," says Dana. You can see their frame houses on Walnut Street so close to the track they must have felt the foundations shake each time the trains went through. Nowadays the Amtrak diesels are a different breed, and anyway they don't come often.

The freights still rattle through, but nothing like the way they once did.