IN NOVEMBER I visited Venice for the first time in many years. We arrived after midnight, a friend and I and a heavy fog covered the city and its lagoon. The causeway to the island was a road submerged in cloud. Gone were the telephone lines that converge in a dressed tangle and run with the rairoad tracks to Venice, gone the billboards and safety backdrop of Mestre and Marghera.

The station -- i n summer jammed with tourists, porters, hotel guides and people with rooms to rent--was deserted. Outside the fog was impenetrable. We stumbled across two travelers, slumbering in down bags under the overhanging roof of the station. "Hey, man. Watch where you're going," said one. "Christ almighty," mumbled the other, rolling over. These were the first words I heard in Venice.

The quiet is overwhelming. Sounds muffle and dim and trail off. The lapping of waves reveals you are near water. The few boats plying the canals can be heard long before they are seen. Their motors purr in the luminous darkness.

You pick up your bags and turn left down the Lista di Spagna toward your small hotel. The walls of the buildings drip with moisture, their contours all scoops and hollows. Streetlamps carve enveloping circles in the mist; the paving stones shine with an eerie light. Ahead, the street seems to end in an irridescent cloud. A dragon's head emerges before you, then drops from view. You edge cautiously closer. The street ends in a canal. The dragon's head is the fin of a gondola tethered to its mooring, rocking gently on the waves.

Down the Rialto you go, drawn forward by silence and strange lights. At the Locarno Rossi the night clerk is sleepy and wants to go to bed. But he understands your desire to walk. "Buona sera," he says, taking your luggage and bowing slightly as you leave. You ask him not to wait up and he nods. He knows you will probably walk all night.

I have never known Venice in the crowded seasons--the summer and times of festival, the openings of the Biennale and great film shows. My memories are of the fall and winter and early spring, when the city reverts to an older, riper rhythm and the streets are abandoned (as much as they are ever abandoned) to workaday Venetians. Tourists are then meager, the piazzas uncrowded. It is possible to pretend that Venice is not a great carnival or living museum, that the city has a life apart from its past.

In the morning the markets around the Rialto Bridge are crowded with sellers of vegetables and fish. Burly men in lumpish tweed jackets and beret-like caps maneuver large crates of eggs and produce into and out of barges, gondolas, motor boats. Shopkeepers and heavyset women negotiate loudly over melon and shellfish, everyone insisting on their sconto, the discount automatically given and received since it has already been tacked onto the price.

The streets teem with children going to school, workers going to work, nuns passing to and from churches. Bells ring over the city. A flock of white doves explodes from the campanile near the Salute, their wings gold in the morning sun. On a side street I glimpse the store selling festival paraphernalia that I used to love as a boy. "Buon giorno, Micheli," the patroness would say when I went in, and on holidays she would give me bags of confetti.

As the sun burns the fog off the lagoon, the waters suffuse the city with light. Some cities impress by their splendid architecture, others by their clarity and light, still others by their density and profuse life. Venice combines all three. The first impressions are boggling. Reflections of water, reflected history, the harmony of sights and sounds and sensations, the cascading swoops of light; they are combinations of senses that exist nowhere in the land you left behind.

No city has been more written about, poked at, litanized and catalogued. A 1966 inventory of palaces and old houses of exceptional artistic value listed more than 450 buildings. Yet I am always struck that Venice produced but one architect of note--Palladio. He designed only one building in Venice, San Giorgio Maggiore, and not a particularly good one at that.

Perhaps this accounts for the jim-jack quality of Venice. It resembles nothing so much as a robber's den, with gold and precious stones piled high in an irrepressible love of show. Old Venice cared little for architectural principle and strove mainly for effect. Gold is applied to every surface flat enough to catch the dazzling, water-refracted light. Bits of Byzantium sit cheek by jowl with Assyrian carvings and eastern marble. Gothic, Baroque, Renaissance and Islamic styles fight endless and inconclusive wars of succession in the facades and sitting rooms of the palazzos lining the Grand Canal.

You have only to drink an aperitivo in St. Mark's square to appreciate this. To the south, toward the Grand Canal, lies the quai and waterfront piazzetta known as the Molo. There stand two granite columns, brought from the East in the 12th century. A fourth-century Byzantine lion crowns one column; a knight slaying a dragon tops the other, his pose classically Greek.

Closing St. Mark's square are the Doges Palace, built in the eighth century, modified in the 14th, with Islamic skin, Gothic windows, and Baroque interiors; the 15th-century Moorish clock tower; the 16th-century Procuratie Vecchie and the 17th-century Procuratie Nuove.

And then there is St. Mark's cathedral itself, the enduring symbol of Venice's legendary rapacity. The marble veneers covering the church are spoils of war, slapped on almost haphazardly as they were brought back from Greece, Arabia or Byzantium. So too are the interiors, all Eastern and mysterious. The columns supporting the nave, like the altars and decorations, come from Asia and Byzantium, all different colors, styles and epochs, all lifted as part of Venice's price for transporting crusaders to the Holy Land.

The Sack of Constantinople in 1204 yielded the basilica its greatest treasures. From the Hippodrome came the bronze horses of San Marco. St. Mark's golden altar came from the Pantocrator, the Madonna Nicopeia from the Pala D'Oro.

Syrian mosaics and stone carvings from the fourth through eighth centuries are planted here and there on the facade. Porphyry statues from Babylonia flank the entrances. The Venetian gift for absorption is boundless. The mortal remains of St. Mark's himself were stolen by Venetian agents from Alexandria in 829. The governing saint of the time, Teodoro, once displaced was soon forgotten.

Alone, nothing in Venice seems to fit; together, everything does. "Ecco, look!" cry the Ventians, always showing, pointing out, instructing you in the use of your senses as if you were moving in a fog or dream. They are afraid you will miss something. Perhaps they fear they themselves will miss something, some small detail or secret treasure hidden away where no one else will see. Venice's artists and builders took pains, vied with one another, sought to outdo their neighbors in the flamboyant display of wealth at close quarters. They had no organizing principle other than the immediate pleasure of the eye, no goal but to dazzle themselves and the world.

Not surprisingly, the rationalist mind has trouble with Venice. The city is never what it seems. Two tourists stand in the Piazza San Marco debating the age of the bell tower. "Definitely 16th-century Renaissance," says one. "Nonsense," replies the other: "Nineteenth-century Victorian." Each is wrong, both are right. The original Renaissance tower collapsed in 1902 and was rebuilt, with little Victorian flourishes.

Solidity itself seems a conjurer's trick. On the Grand Canal the little Palazzo Doria, in ninth-century Lombard style, with insets of porphyry and verd antique, leans this way and that, its four stories zigzagging upward in four distinct lines of ascent. And yet it stands, with a little help from its neighbors.

When the light is right, even the stolid Doge's Palace seems to rise above the muck in which it's sunk (listing slightly to the southeast) to float almost transparently in the shimmering light of the lagoon. But listen to what the English philosopher Herbert Spencer thought in 1880:

"Dumpy arches of the lower tier of the Ducal Palace and the dumpy windows in the wall above; the meaningless diaper pattern covering the wall, which suggests something woven rather than built; the long row of projections and spikes surmounting the coping, which reminds one of nothing so much as the vertebral spines of a fish."

Is St. Mark's beautiful? Some people, noted critics among them, have belittled it as nothing more than a gaudy accretion of styles, unredeemed by discriminating artistic sense. For others, the answer depends on the time of day, one's mood, how the sun catches the gilt on the roof and the blue in the facade. Sitting in the amber twilight, outside in the cafe's or inside by the window of Florian's, the pigeons flying in the fading light, children playing and couples strolling, I can never doubt it.

Florian's may be the best cafe' in the world; it certainly is one of the most expensive. Nineteenth-century murals cover the walls, a pianist plays appropriately continental music. The waiters go about in tails. Around the room sit women in fur coats and men in expensively cut suits. Outside the sun shimmers in the Piazza, or the fog rolls across it. A dozen languages percolate in the cafe''s warm confines.

Last fall, on a day that was particularly bleak and cold and heavy, I sat in Florian's drinking espresso, the check neatly hidden under a silver and crystal decanter. The pianist played a string of French chansons, La Vie en Rose and the like, and before long the day seemed to lighten. My impatience with Venice gave way to a deep and luxuriant pleasure--so deep, in fact, that it was reduced not at all by the $5 bill for two coffees.

Venice has always been ruinously expensive. The gasp you experience upon receiving the check in a restaurant you thought you could afford is a gasp heard down the centuries. Practice doesn't help one cope. Venice may not charge at the gate, but collects continuously.

Commerce created Venice, and the mercantile spirit still prevails--though today on a humbler scale. For many, $70 for dinner, $40 for lunch and $175 for a double room in a first-class hotel is little enough to pay for admission to the greatest spectacle on earth. Venice can be visited economically--the hotels near the station and the pensions of the Salute and Academy cost as little as $25. Nonetheless, spending money is one of the great rites of Venice.

It is a contagious passion, I find. The appeal of Harry's Bar cannot be denied, or resisted. You cannot stand outside the Ristorante de Flore in the Calle de Scalater without longing to go in for the sea food. The stores, too, exercise their attractions. Elegance of dress, though not alien to Venice, more characterizes her visitors.

Through no fault of my own, I found myself becoming expert in women's shoes. Walking down a narrow street, umbrella-wide and crowded with people, I would be abruptly pulled up by my friend. "Look at these," she would say, traffic piling up on our backs. On and on we went, through innumerable fittings and discussions of style, she buying, I carrying. More than acquisitiveness drove us. In their quality and refined elegance, the pains taken on small details, the shoes had become emblems of the older Venice.

We are on the vaporetto for the Lido, having decided to spend our last day on the outermost of Venice's islands, a long strip of sand fronting the ocean. The ferry stops up and down the Grand canal, picking up students and shoppers, a man carrying a bicycle, people going home from work. Varnished motor boats looking like polished, water-borne hearses thread their way among gondolas and barges. Everywhere is the sound of gulls, slopping water and motors. In the distance a freighter's horn sounds in basso profundo. The golden weather vane atop the Salute tells the direction of the wind to no one but you.

In summer, the Lido's beaches and hotels overflow with Europeans on vacation. The casinos are filled, the oak-shaded streets lined with cafe's and strollers, the bars active until morning light. It is a young and crowded and vibrant place.

Winter is different. Those who live on the Lido do so only because they cannot afford, or find, an apartment in Venice proper. Harsh winds from the sea send dead lives scrambling down the deserted streets. The houses, closed and shuttered, look abandoned by reasons of pestilence. Even the Adriatic has no beauty; it lies flat and sullen and unwholesomely green, washing swollenly on beaches strewn with debris.

The Lido has always been a circus ground separate from Venice. Venice was built for the pleasure of people walking or rowing; the streets of the Lido, laid out in grid, stress cars and efficiency. It is too new, too obviously built for tourists, to be genuinely Venetian.

That is not true of the other outlying islands--Torcello, Burano and Murano. They have always been the great mistress' courtiers. Like their lady, they too are now down at heel.

Gone are the days of the Renaissance when Murano produced goblets of such delicacy that it was said they would shatter if poison were present in the wine. Now, rumors suggest that much of Murano's glass is imported. Burano also suffers. Along the streets and canals of this old fishing town, women in black shawls used to sit in front of low blue and yellow and orange houses making lace to sell in Venice. Today, much of the lace sold as Buranese comes from Hong Kong.

Perhaps it is fitting that Murano invented the mirror, one of which in the currency of the Renaissance was worth three Raphaels or a half dozen Leonardos. Like Venice itself, the islands are mirrors of what they once were, or imagine themselves to have been: museums kept by the dead for the living.

Given the dismal mood in which I found myself on the ferry returning from the islands, I lost my infatuation with Venice. Eating too much candy spoils the appetite for more. Venice is a meal of great expectations. At the point of surfeit it can appear surly, small, dilapidated and damp.

On the night train for France, seized by the usual anxiety attending an abrupt departure, I leaned out the window and looked back toward Venice. I could see nothing but the mist, not even a brief light in the darkness, and wondered for an instant if Venice had not suddenly folded up, like a postcard no longer viewed, or a stage set after the play has ended.