MARYLAND

PLACES TO EAT

EXIT 38A: Find down-home cookin', plastic tablecloths and mismatched chairs at Ma's Kettle (8949 Baltimore St., Savage, five minutes from I-95, 301-725-8838), which doubles as a gathering place for locals. Reader Marty Ahlijanian of Herndon recommends the barbecue and pies. Lunch for two is under $25. Take Route 32 east, right on Route 1, right on Howard Street.

EXIT 85: The New Ideal Diner (104 S. Philadelphia Blvd., Aberdeen, five minutes from I-95, 410-272-1880) might remind you of the movie "Diner," and for good reason: Director Barry Levinson is said to have eaten here. Chesapeake Bay seafood is a specialty; a crab cake sandwich is $6.45. From the exit, take Route 22; turn right on Route 40; the diner is just past the town center.

ATTRACTIONS & DISTRACTIONS

EXIT 38A: Historic Savage Mill (8600 Foundry St., Savage, seven minutes from I-95, 410-792-2820) is a former textiles mill that was converted into artisans shops in 1985. Lots of neat gift ideas and shopping. Follow signs to parking lot.

EXIT 38B: Ellicott City, about 20 minutes from I-95, was established by Quakers. Now it offers walking tours, restaurants and a B&O Railroad Museum. Take Route 32 west to Route 29 north to Route 40 east and follow the signs.

EXIT 67A: Just north of Baltimore, Gunpowder Falls State Park (Route 40 east, 10 minutes from I-95, 410-592-2897) has expansive views of the bay and at least four playgrounds.Go right on Route 40, right on Ebenezer Road and follow signs; it's four miles to the picnic area.

EXIT 85: At the Ripken Museum (8 Ripken Plaza, Aberdeen, one mile from I-95, 410-273-2525), you can learn about the lives and careers of Cal Jr., father Cal Sr. and brother Billy.

OUTLET

EXIT 93: Prime Outlets in Perryville, right on the highway, offers 44 stores, including Bass, Jones New York and London Fog (about a half-mile from I-95, 410-378-9399 or 1-877-GO-OUTLETS).

STOPOVER TOWN

EXIT 89: Save time to roam around the historical bay town of Havre de Grace, four miles east of I-95. A wooden promenade along the water includes the Concord Point Lighthouse, a maritime museum and a decoy museum that holds the world's largest collection of decoys. Three B&Bs and several hotels are in the area (1-800-851-7756, www.hdgtourism.com).

About four miles west of I-95 is Susquehanna State Park, between Havre de Grave and Darlington, which reader Wayne Del Prete of Reston suggests for short hikes that are "delightful for kids" and for its working gristmill (410-557-7994). Go west on Route 155, turn right on Route 161 and right again on Rock Run Road; follow the signs.

DELAWARE

Note: If you follow signs to I-95 as you approach the north end of Delaware, you will end up in Philadelphia. I-95 passes through the west end of Philly, loops over the top, enters New Jersey and becomes I-295 as it heads south again and meets up with the New Jersey Turnpike. Going to Philly? Take I-95. Going to New Jersey, New York City and beyond? Follow our directions under "New Jersey."

Tip for avoiding bottlenecks at the first toll: As you approach the first booth, reader Rick Glasby of Germantown recommends staying to the far right. Several toll booths are in the right lanes just past the main toll plaza. Don't be confused by the exit sign. It's an easy merge back into the I-95 traffic.

PLACES TO EAT

EXIT 109B: In Newark, home of the University of Delaware, reader Jennifer Korolishin of Arlington recommends Deer Park Tavern (108 W. Main St., take exit, left on Main, three miles from I-95, 302-731-5315) for nachos. Also in Newark, and highly recommended: Brew Haha (45 E. Main St., in Main Street Galleria, 302-369-2600), a coffee joint with a deck.

EXIT 9: Mike's Warehouse Grill (2160 New Castle Ave., New Castle, 302-658-6644), adjacent to a Harley-Davidson dealership, offers cafeteria-style "roadside cuisine." It's known for its chili, burgers and Southwest wrap sandwiches. Take Route 9 south; you run right into it.

OUTLETS & SHOPPING

EXIT 1: If you're looking for up-market fabrics, check out Interior Alternatives (1325 Old Cooch's Bridge Road, Newark, about a mile from I-95, 302-454-3232). Save up to 70 percent off list prices of Schumacher, Waverly and other fabrics (most sell for $6.95 to $9.95 a yard). At exit, go left onto 896 north. At the first light (Welsh Tract Road), turn right; go right again on Bellevue, then left on Old Cooch's Bridge Road.

EXIT 1A: Reader Jennifer Korolishin of Arlington recommends Rainbow Books and Music (54 E. Main St., Newark, Route 896 north runs into on-campus store, 302-368-7738) for local music and a big CD selection; a bookstore, cafe and cookware shop adjoin the music store.

EXIT FOR U.S. 13/40: Manor Books (1005 N. Dupont Hwy., New Castle, 302-322-5584) is a great little used-book and used-book-on-tape shop. See story, Page E7.

STOPOVER TOWN

EXIT 5A: Take Route 141 south, then make a left on Route 9 to historic (circa 1651) Newcastle, about 10 minutes from I-95, to find antiques, brick and stone sidewalks along narrow streets, and several inns and B&Bs (see Lodging, below). On your way into town, don't be misled by the ugly drive along 141, cluttered with carpet outlets and fast-food outlets.

LODGING

EXIT 5A: In Newcastle, the late-1800s Terry House (130 Delaware St., 3.2 miles from I-95, 302-322-2505) has four bedrooms, 12-foot ceilings and upper-deck porches. Rates start at $90. In the same neighborhood is the Armitage Inn (2 The Strand, 302-328-6618). Each of the five guest rooms has a private bath with whirlpool. Rates: $105 to $150. Call for directions.

EXIT 8: Boulevard Bed and Breakfast (1909 Baynard Blvd., Wilmington,half a mile from I-95, 302-656-9700) is a red-brick mansion in Wilmington's historic district. Family heirlooms and antiques fill the six rooms, which cost $65 to $85. Call for directions.

NEW JERSEY

Note: After you reach the Delaware Memorial Bridge, you have two choices. You can take the New Jersey Turnpike, a toll road dotted with highly organized service areas that allow you to gas up and buy a burger without ever exiting the turnpike. The service areas are efficient, but you feel a bit like cattle and get no real relief from the road. Or you can opt, as we did, for Interstate 295, a quieter, less crowded, toll-free highway that runs parallel to the turnpike as far as Trenton, where, at Exit 56, it connects to the turnpike. The turnpike is designated as Interstate 95 from this point north.

PLACES TO EAT

EXIT 1B: Reader Justine Lisser of Bethesda always stops at the Burger King in Pennsville (462 N. Broadway, one mile from the turnpike, 609-299-1240), which has been renovated to look like a castle. It's a great stop for kids before entering turnpike madness.

EXIT 3 (I-295 Exit 26): There are several interesting diners on Route 168 north (Black Horse Pike) in Bellmawr, including the Club Diner (20 N. Black Horse Pike, one mile from the turnpike, 609-931-2880). The menu is crammed with typical comfort foods -- from grilled cheese to Jell-O -- and deli classics.

EXIT 7 (I-295 Exit 57): Several readers raved about the Mastoris Diner in Bordentown (Routes 130 and 206, less than a quarter-mile from the turnpike, 609-298-4650). There's an enormous menu, including 77 sandwiches (not counting the 13 club sandwiches and 13 burgers). Take Route 206 north to Route 130, and the diner is at a fork in the road. On the way to the Mastoris, you'll pass the Town & Country Restaurant (Routes 130 and 206, five minutes from the turnpike, 609-298-1685), which offers an equally enormous menu selection.

ATTRACTIONS & DISTRACTIONS

EXIT 3 (I-295 Exit 26): The Walt Whitman Home (328 Mickle Blvd., 609-964-5383) and New Jersey State Aquarium (1 Riverside Dr., 1-800-616-JAWS) in Camden are quite a distance from the turnpike, but worth a stop. They are both in a run-down neighborhood. To reach the Whitman home, follow Route 676 north into Camden and take Exit 5A onto Mickle Boulevard; the home is between Third and Fourth streets. There's no sign, but look for a wooden house between two brick row houses. Call for hours and admission. To reach the aquarium, follow the directions for the Whitman home but travel further on Mickle until it dead ends, then take a right into the parking lot.

EXIT 7 (I-295 Exit 57): The Bordentown Historical Society (211 Crosswicks St., take Route 206 north to the intersection of Farnsworth Avenue and Crosswicks, about three miles from the turnpike, 609-298-1740) shares the block with the first free public school in the country and Thomas Paine's home; his memorial statue is just down the road, on the bluffs overlooking the river.

EXIT 11: The Thomas Edison Tower and Museum (37 Christie St. in Edison, 10 minutes from the turnpike, 732-549-3299) is a hassle to get to, but it's worth a visit for science aficionados who want to see where the light bulb was invented. Get off the turnpike and onto the Garden State Parkway; take the first exit, 131. Take Route 27 south a few blocks and go right on Christie Street. The tower is a few blocks up the hill on the left. Call for hours.

EXIT 72 (off I-95): Feeling rebellious? Fort Lee Historic Park (201-461-1776) is an inspiring spot. See story, Page E7.

OUTLETS & SHOPPING

EXIT 7A: About 13 miles east of the turnpike are the Six Flags Factory Outlets (732-833-0680), with 50 stores including Donna Karan and Calvin Klein. Take I-195 east to U.S. 537 south into Jackson, minutes from the turnpike.

EXIT 16W: The Secaucus Outlet Center (1-800-358-2373, 20 minutes from the turnpike) has 55 outlets. Take Route 3 east, exit on Meadowlands Parkway, follow signs.

STOPOVER TOWNS

EXIT 4 (I-295 Exit 36 or 40): Shoppers and fans of curios and antiques will love the quaint burg of Moorestown. Many shops and Victorian homes grace Main Street. Info: Delaware River Regional Tourism Council, 609-365-3300, Ext. 203.

EXIT 5 (I-295 Exit 47B): One of several small surprises just west of the turnpike -- and I-295 -- is Burlington, about three miles off the highway. The town, settled along the banks of the Delaware River in 1677, offers a quiet, historical respite. Drive north on Route 541 until you enter the historic district, where you'll find brick sidewalks and restored row houses, antiques shops and restaurants. The Burlington County Historical Society (457 High St., 609-386-4773) will provide information. Two readers recommended the Cafe Gallery for dinner (219 High St., 609-386-6150, reservations required).

LODGING

EXIT 4 (I-295 Exit 36A): The Victorian Lady (301 W. Main St., about seven minutes from the turnpike, 609-235-4988) is a B&B in the Norman Rockwellian town of Moorestown. Rooms are $85 a night, with private bath.

EXIT 8: The Town House Motor Inn (351 Franklin St., off Route 33 west, 1-800-922-0622) is a circa-1950s motel just off the turnpike in the historic borough of Hightstown. There's an adjacent restaurant, big bar/lounge and a pool. Double rooms go for $59.95.

EXIT 10: Reader Ann Petrie says the Somerset Marriott (110 Davidson Ave., Somerset, 12 miles from the turnpike, 732-560-0500) is a gem of a way station, just 40 minutes from New York City off I-287, with "roomy, immaculate, inexpensive and comfortable" rooms. But "inexpensive" applies only to weekends: Double rooms are $79 on Fridays, $89 Saturdays and Sundays; weekday rates start at $169.

NEW YORK

PLACES TO EAT

EXIT 17: Delectable -- and famous -- hot dogs can be found in Larchmont at Walter's hot dog stand (about 1.5 miles off I-95), which served its first dog in 1928. Going north, turn right at the first light after exiting, then left on Palmer Avenue. Walter's is about one mile up on the left (look for the green roof), across from Mamaroneck High School. Also, Larchmont resident Nicole Kennedy suggests the Larchmont Tavern (104 Chatsworth Ave., one minute from I-95, 914-834-9821) for large portions at decent prices, and great neighborhood banter.

ATTRACTIONS & DISTRACTIONS

EXIT 19: Playland amusement park in Rye is kid heaven, with a roller coaster, a Ferris wheel, junk food, an ice-skating rink (the New York Rangers practice here), game room and picnic area on Long Island Sound. Part of the movie "Big" was filmed here. Take Playland Parkway about one mile to the park (914-925-2700). Admission varies. Park is closed Mondays (and Tuesdays until June 26).

STOPOVER TOWN

EXIT 8B: So close to New York City, yet far from the Apple's exhausting hustle, the marina-ridden town of City Island is a kicked-back alternative to homogenous highway hotels and drive-through digestive disorders. See story, Page E7.

Connecticut

PLACES TO EAT

EXIT 14: Sono Seaford Seaport Restaurant (100 Water St., South Norwalk, about one mile off I-95, 203-866-9083) has an old-salt atmosphere with a deck overlooking the Norwalk River.

EXIT 21: Rawley's hot dogs (1886 Post Rd., Fairfield, less than a quarter-mile from I-95, 203-259-9023) reportedly is frequented by Martha Stewart and other locals. Go east from the exit on Mill Plain Road, under a trestle, then right on Post Road; it's on the right.

EXIT 74: Waterside dining can be found at Unks on the Bay (361 Rope Ferry Rd., Waterford, about 12 minutes from I-95, 860-443-2717), near Capt. John's Sports Fishing Center in Niantic Bay. Take Route 161 until it ends, left on Route 156, over Niantic River Bridge and Rope Ferry Road is on the left.

EXIT 91: For a worthy sandwich, step into Noah's (113 Water St., Stonington, 860-535-3925). For a good meal, try the Water Street Cafe (142 Water St., 860-535-2122) or its adjoining lunch spot, Stonington's Water Street Market Deli (143 Water St., 860-535-0797). All are located in or around Stonington Village, minutes off I-95.

ATTRACTIONS & DISTRACTIONS

EXIT 3: There is a surprising bounty of culture tucked inside the Bruce Museum (1 Museum Dr., Greenwich, about 300 yards from I-95, 203-869-0376). On display during our peek: Linda McCartney's 1960s photo exhibit, Czech sculptures, African figures, Man Ray portraits and a geology/ecology display. Admission: $3.50.

EXIT 14: The Maritime Aquarium (10 N. Water St., South Norwalk, less than five minutes from I-95, 203-852-0700; follow signs) is not as massive as Mystic's but is still impressive with its sharks, seals, otters, etc. Admission: $7.75.

EXIT 16: Even if you don't need food, drop into the entertaining Stew Leonard's (100 Westport Ave., Norwalk, less than two miles from I-95, 203-847-7213), the world's largest dairy store. Just try to resist the singing vegetables, milk-making assemblage, coffee bar and free food samples, plus fantastic prices. Go west from the exit to East Avenue, right on Westport Avenue (Route 1) and the store is on the right.

EXIT 27: The Barnum Museum (820 Main St., Bridgeport, 203-331-9881) is on the National Register of Historic Places and documents the life of circus czar P.T. Barnum. From exit, go straight on Lafayette Boulevard, then left on Main Street (fifth light); museum is on the right after first light. Admission: $5.

EXIT 56: The Thimble Islands were recommended by many as a must. Sea Mist Thimble Island Cruise (Stony Creek, 203-488-8905) offers a 45-minute narrated tour ($8) of the 25 inhabited islands.

EXIT 57: For a slice of old New England, slide into Guilford and visit Connecticut's oldest domicile, the 1639 Henry Whitfield House (248 Old Whitfield St., Route 1 to Route 77, 1.5 miles from the highway, 203-453-2457). Admission: $3.

Also in town: the Guilford Green, a park rimmed with cafes, antiques shops, galleries, the smoky Wit's End Cafe and no neon! D.C. reader Susan Zapf raves about the gourmet sandwiches at Anna's (Route 1, just north of Route 77).

EXIT 62: Hammonasset State Park (two minutes from I-95, 860-424-3200; follow signs) has miles of public beaches with dunes. Camping is $12 per night. No pets.

EXIT 70: Even if you consider yourself among the permanently sane, go nuts for a few minutes at the Nut Museum. See story, Page E8.

EXIT 72: Rocky Neck State Park (Niantic, 860-739-5471; go east from exit, take left a half-mile down and follow signs about another mile to the parking lot) offers camping, fishing, swimming, hiking and a nature center, spread over more than 700 acres.

EXIT 86: The Historic Ship Nautilus & Submarine Force Museum (1 Crystal Lake Rd., Groton, a couple miles off I-95, 860-694-3174; take Route 12 north/west to Crystal Lake Road) was recommended by Annapolis reader Sandra Willits. Board the world's first nuclear-powered submarine and enjoy the mini-subs and movies. Free.

EXIT 91: Stonington (North Water Street, about three miles off I-95) is called an old Portuguese fishing village, but pricey antiquaries and cafes have displaced the original shops. The town retains its seaside beauty, with historic homes on narrow, leafy streets and the quaint charm of an area settled in 1752. Parking available at the end of Church Street. Local history and an idyllic beach picnic spot await at the end of Water Street (less than a mile from the main village).

EXIT 92: Foxwoods Casino and its clientele look as if they were shipped in from Vegas, and, in fine gaming tradition, the entire morass (including 5,750 slots and 370 game tables) is designed to separate you from your money. But if you feel lucky, don't miss it. (Mashantucket Pequot Indian reservation, go west on Route 2, about seven miles, 1-800-369-9663; doubles from $90.)

OUTLETS & SHOPPING

EXIT 63: Bountiful outlet shopping can be found at Clinton Crossing Premium Outlets (Clinton, 860-664-0700). Among the 70 stores are G.H. Bass, Bose electronics, Brooks Brothers and Crate & Barrel. The outlet entrance is a half-mile west of the interstate.

EXIT 65: Westbrook Factory Stores (Westbrook, less than one mile from I-95, 860-399-8656; left at Flat Rock Place after exit) has more than 60 shops, including Big Dog Sportswear, J. Crew, Pfaltzgraff and Vitamin World.

EXIT 67: Antiques Depot (455 Boston Post Rd., Old Saybrook, beside the train station, about a quarter-mile from I-95, 860-395-0595) is a 95-dealer shop with furniture, glassware, china, paintings, collectibles and more.

STOPOVER TOWNS

EXIT 67: The main thoroughfare of quiet, charming Old Saybrook (right off I-95) is lined with country stores, bookstores, coffee shops, food markets, bakeries and services. For lodging options, see below. Information: 860-388-3266, www.oldsaybrookct.com.

EXIT 90: In Mystic, a historic, educational and fun seaport is complemented by dozens of shops, restaurants and lodging options, as well as the renowned Mystic Aquarium. See story, Page E8.

LODGING

EXIT 67: The Castle at Cornfield Point (50 Hartlands Dr., Old Saybrook, 3.3 miles from I-95, 860-388-4681), a 93-year-old mansion on Long Island Sound, has an eclectic exterior (Swiss chalet meets old New England homestead), stone walls, a swimming pool, rooftop deck, views of Long Island and a large, bright breakfast room. Doubles from $95. Bear right (east) off northbound ramp, turn left at the third light, right at the second light, left at the stop sign and make the first right onto Hartlands Drive.

For some upscale pampering, try the Saybrook Point Inn (2 Bridge St., one mile from the Castle at Cornfield Point, at end of Bridge Street, 1-800-243-0212), with its bird's-eye view of the Saybrook Point Marina. The inn has bicycle rentals, swimming and more. Doubles from $179.

RHODE ISLAND

PLACES TO EAT

EXIT 3: The Mooring (Sayer's Wharf, Newport, about 30 minutes from I-95, 401-846-2260) has great clam chowder, fresh seafood, a good view of the wharf and -- whoa -- a chanteuse. Dinner for two runs about $30. For directions to Newport, see Stopover Towns, below.

EXIT 22: Cafe Paragon (234 Thayer St., about five minutes from I-95, 401-331-6200), a popular spot in the Brown University/Rhode Island School of Design neighborhood, has great gourmet pizzas (the chicken and mozzarella is great) and salads. Lunch for two runs about

$15.

ATTRACTIONS & DISTRACTIONS

EXIT 1: The 132-year-old Flying Horse Carousel in Westerly (Bay Street, Watch Hill, 15 minutes from I-95), a National Historic Landmark, is the nation's oldest merry-go-round; the horses are suspended from a center frame and swing out when in motion. $1 a ride, June 14 through Labor Day. From the exit, turn right onto Route 3; turn left on Route 78 for about one mile; go through the light onto Airport Road; turn left at the stop sign onto Route 1A, which turns into Bay Street.

EXIT 5: The historic village of Wickford is a must-stop for anyone interested in old churches and Colonial architecture. See story, Page E8.

The Gilbert Stuart Birthplace (815 Gilbert Stuart Rd., Saunderstown, about 10 miles from I-95, 401-294-3001), the 18th-century home of the famous portraitist of George Washington, has been authentically restored and furnished. Open April through October. Admission is $3.

EXIT 28: See the birthplace of American industry at Slater Mill Historic Site (67 Roosevelt Ave., Pawtucket, one minute from I-95, 401-725-8638): The country's first water-powered cotton mill (1793) is here. From the exit, turn left onto School Street, go through the light, cross the river and turn right onto Roosevelt Avenue.

STOPOVER TOWNS

EXIT 3: Okay, it's a bit of a haul from I-95 -- about a 30-minute drive and across two bridges. But if you're up this way anyway, it's hard to resist the chance to visit the tony town of Newport and gawk at the yachts, mansions and other lavish excesses of the Other Half. The famous Cliff Walk, a three-mile path that winds along the Atlantic coast, is a great way to see the mansions, with the ocean crashing against the rocks providing dramatic accompaniment. To tour the mansions, contact the Preservation Society of Newport County (401-847-1000, www.newportmansions.org). To reach Newport from I-95 north, follow Route 138 east across the Jamestown and Newport bridges. Take the first exit for downtown Newport and follow it south to the center of town.

EXIT 22: Interest in Rhode Island's lovely capital of Providence is at an all-time high. There's a stunning variety of sights and things to do, including the beautiful Waterplace Park and Riverwalk, the State Capitol with its Gilbert Stuart portrait of George Washington, the new Fleet Skating Center (ice or in-line, depending on the season) across from City Hall, the Italian trattorias, bakeries and pizzerias on Federal Hill, the antiques and galleries of Wickenden Street . . . If you must pick one thing, climb College Hill and stroll down Benefit Street, said to be the nation's best-preserved colonial neighborhood, then check out the funky RISD/Brown University neighborhood, with its coffeehouses and specialty shops. Information: Providence Warwick Convention & Visitors Bureau, 1-800-233-1636 or 410-751-1177.

LODGING

EXIT 3: The 1855 Marshall Slocum Guest House (29 Kay St., Newport, about 30 minutes from I-95, 401-841-5120), on a charming street of Victorian houses in the center of Newport, is a 10-minute walk to wharf attractions; Ocean Drive and its famous mansions are a few minutes' drive away. The six cheery guest rooms all have private baths and either air conditioning or ceiling fans, and there's a cozy parlor with a fireplace and TV. Rooms are $125 and include a three-course gourmet breakfast and afternoon refreshments. Call for directions.

MASSACHUSETTS

PLACES TO EAT

EXIT 29B: Dinner at the upscale Concord's Colonial Inn (see Lodging, below) is a splurge, at about $65 for two, with wine; but the servers are attentive, and the seafood, including a delectable grilled bluefish with herb butter, is fresh and served in abundant portions.

EXIT 57: The Black Cow in Newburyport (54 Rear Merrimack St., two miles from I-95, 978-499-8811) makes a great lunch stop. See story, Page E8.

ATTRACTIONS & DISTRACTIONS

EXIT 3: Sacred music piped out over the grounds sets the tone at the 10-acre La Salette Shrine (947 Park St., Attleboro, about 10 minutes from I-95, 508-222-5410), where economy-size votive candles surround an enormous outdoor statue of the weeping Our Lady of La Salette. But you don't have to be religious to appreciate the place -- the grounds are lovely, and there's a large cafeteria. The gift shop stocks statuary, crucifixes, rosaries, holy water, medals, angels, candles, books, cards and little plastic figurines of every saint you've ever heard of -- and some you probably haven't (St. Peregrine?). Follow the signs from the exit.

EXIT 8: The Kendall Whaling Museum (27 Everett St., Sharon, about two miles from I-95, 781-784-5642) has an impressive collection of maritime art and artifacts spanning seven continents and 1,000 years. Admission is $4. From the exit, follow the signs.

EXIT 14 or 15A: The Fairbanks House (511 East St., Dedham, 781-326-1170), the oldest surviving wooden frame house in the United States (1636), can be tricky to get to, but don't give up; the sight of this lovingly restored brown frame house with its low stone wall is worth it. Open May through October. Admission is $5. Call for directions.

EXIT 26: The Charles River Museum of Industry (154 Moody St., Waltham, about two miles from I-95, 781-893-5410), which tells the story of the Industrial Revolution, is housed in the world's first integrated textile mill, which means that all the processes of making cloth were done under one roof, from bale of cotton to bolt of cloth. Admission is $4. Call for directions.

Having e-mail withdrawal? The Charles River Public Internet Center (154 Moody St., Waltham, two miles from I-95, 781-891-9559) offers free Net access on high-speed computers, courtesy of the nonprofit American Computer Foundation. Call for directions.

EXIT 27A: To see the oldest greenhouses in the U.S., visit Lyman Estate & Greenhouses (185 Lyman St., Waltham, 781-893-7232, about five minutes from I-95), an 18th-century estate on the National Historic Register. The mansion is often closed on weekends, but you can stroll the grounds and greenhouses, with their century-old camellia trees and grapevines. Plants -- including cuttings from those camellias -- are for sale. Free admission. Call for directions.

EXIT 28B: DeCordova Museum & Sculpture Park (51 Sandy Pond Rd., Lincoln, about three miles from I-95, 781-259-0505) is a perfect place to stop and let the kids run. The 35 acres are dotted with witty sculptures, including a sort of giant vertical xylophone that kids can "play" using tree branches. There's a modern art museum, an upscale cafe and a great gift shop selling jewelry, pottery and toys. From the exit, follow Trapelo Road a couple of miles to the stop sign and continue through the intersection on Sandy Pond Road; it's a quarter-mile on the right.

EXIT 29B: Amazingly, Walden Pond State Reservation (on Route 126 in Concord, about two miles from I-95, 978-369-3254) is as unspoiled today as it was 150 years ago, when it inspired Thoreau. The famous pond (it's more like a big lake) attracts a constant stream of sketchers, anglers, walkers and school groups, yet the serenity still shines through. From the exit, turn left at the third light; the park is a quarter-mile farther. Donation: $2 per car.

EXIT 30B: Minute Man National Historical Park (less than a mile from I-95, 978-369-6993; take Route 2A west and follow signs to the visitors center in Lexington) is a painless way to soak up some Revolutionary War history -- the battle that launched the war was fought here. Free.

OUTLETS & SHOPPING

EXIT 6A: Wrentham Village Premium Outlets (1 Premium Outlets Blvd., Wrentham, about three miles from I-95, 508-384-0600) has 130 upscale stores, including Versace, Brooks Brothers, Saks 5th Avenue, Banana Republic and Donna Karan. Take Route 495 north to Exit 15.

EXIT 7A: The Old Country Store & Emporium (26 Otis St., Mansfield, five minutes from I-95, 508-339-8128) has been around for more than 100 years and looks it, with penny candy, barrels of nails and other icons of general-storedom. But there's also a sophisticated kitchen shop, and an impressive selection of cast iron-ware (including the biggest frying pan we've ever seen). Call for directions.

STOPOVER TOWNS

EXIT 29B: It's got a pristine village green, it's overflowing with history and there's even some shopping, but Concord is also a must-stop for the literary-minded -- it was the home of Emerson, Hawthorne, Thoreau and the Alcotts. You could spend a day visiting their homes. But save time for the Concord Museum (it's got Paul Revere's signal lanterns) and Sleepy Hollow Cemetery, where all these greats are buried. Information: Greater Merrimack Valley Convention and Visitors Bureau, 978-459-6150 or 1-800-443-3332.

EXIT 47: The 18th-century town of Salem, five miles from I-95, is known for its witch lore, but there's plenty else to see and do, from the literary (Hawthorne's the House of Seven Gables) to the historical (Peabody Museum, Salem Maritime National Historic Site, Pioneer Village) to the architectural (Chestnut Street is considered one of the most beautiful streets in America). Salem Chamber of Commerce, 978-744-0004.

EXIT 57: Escape into the charming town of Newburyport for an afternoon of strolling, shopping and history. See story, Page E8.

LODGING

EXIT 29B: Don't be put off by the olde-timey gifte shoppe and other pseudo-Colonial trappings of Concord's Colonial Inn (about 10 minutes from I-95 at 48 Monument Square, Concord, 978-369-9200). The main inn, facing the village green, dates to 1716. Rooms, which feature wide floorboards, massive ceiling beams and four-poster beds, start at $149 double. From the exit, go to the second light and stay in the far right lane; go straight across and follow the signs for Concord Center. After one mile, turn left onto Lexington Road, which takes you into Concord.

EXIT 57: The Essex Street Inn in Newburyport (7 Essex St., 978-465-3148, 3 miles from I-95) has a great location in the historic downtown area, a couple of blocks from the water. Its 19 antiques-furnished rooms have TVs and private baths. Rooms start at $85. From the exit, take Route 113 east about three miles, go through the light and take the first left onto Fruit Street, then the fourth left onto Essex.

NEW HAMPSHIRE

PLACES TO EAT

EXIT 2: The Coffee Mill in Exeter (107 Water St., 603-778-4801, a few minutes from I-95) has gourmet coffee and tea, bagels, sandwiches and goodies, including locally harvested honey.

EXIT 7: Two options among many in historic Portsmouth: the Gas Light Co. (64 Market St., 430-9122) passed the clam chowder test just fine, and it has pizza, pasta and burgers -- dinner for two runs about $20; and the Portsmouth Brewery (56 Market St., 603-431-1115), a brewpub with a variety of pub food from burgers to steak, and tours too. Dinner for two is $15 to $45.

ATTRACTIONS AND DISTRACTIONS

EXIT 1: The Seabrook Greyhound Park (Route 107 West, Seabrook, half a mile off 95, 603-474-3065) has betting year-round and, awwww, an adoption program for retired greyhounds. Take Route 107 west off the exit; it's about E mile on the left.

You can't tour the Seabrook Station Nuclear Power Plant (Routes 107 and A mile from the highway, 603-474-9521), but for a slightly unreal experience, you can stop by the euphemistically named Science and Nature Center and see a film extolling the virtues of nuclear power ("At Seabrook, good simply isn't good enough!"). Make a right at the exit and follow the signs.

EXIT 2: Can't go another mile without a corn dog? The hugely crowded Hampton Beach has a boardwalk to rival anything found at Ocean City. Details: Hampton Beach Chamber of Commerce, 603-926-8718.

EXIT 7: Down the hatch! A guaranteed kid-pleaser, the 12,000-ton USS Albacore (600 Market St., Portsmouth, five minutes off I-95, 603-436-3680), launched in 1953, is now in drydock and has year-round, self-guided tours. You'll gain a new appreciation of the sacrifices of sub personnel after touring the black torpedo-shaped vessel with its multilevel bunks, microscopic bathrooms and claustrophobic engine room. Admission: $4.

OUTLETS & SHOPPING

Four words: No state sales tax!

EXIT 2: The Exeter League of New Hampshire Craftsmen (61 Water St., Exeter, 603-778-8282, about 10 minutes from I-95) has juried crafts in all media -- pottery, fiber, jewelry, glass, clothing. It's a great place to find a gift, from small jewelry items to large custom-made stained glass lamps. From the exit, take Route 101 west and follow any Exeter exit to the center of town; the shop is across the street from the bandstand.

EXIT 5: Admirers of Hanna Andersson, the pricey Swedish catalogue known for its soft and well-made kids' clothes in bright colors, should check out Portsmouth's Hanna Andersson Outlet (Poor Simon's Mall, 72 Mirona Rd., a few minutes from I-95, 603-433-6642), with off-season and discontinued items at 25 to 40 percent off. Call for directions.

EXIT 7: There's shopping galore in downtown Portsmouth, and you don't have to worry about coming across the same stores you'd find at the mall at home: These shops, selling crafts, clothes, books, shoes, kitchenware, antiques and art works, are one of a kind. Pick any street off Market Square and wander.

STOPOVER TOWNS

EXIT 2: Exeter is a great walking-around town, with a charming waterfront, bandstand and shops. Looming over all: the ivy-clad presence of Phillips Exeter Academy, one of the oldest prep schools in the country. Details: Exeter Area Chamber of Commerce, 603-772-2411.

EXIT 7: It would be a mistake to breeze through New Hampshire without stopping at the historic waterfront town of Portsmouth, with its rich maritime history and a wealth of Colonial and federal architecture. Set out on any of the narrow streets off Market Square and head down to the docks, where you can catch a cruise, or just admire the view from Prescott Park. Then tour Strawbery Banke, an outdoor museum of 42 Colonial buildings saved from demolition in the 1950s. There's also a vibrant downtown, with galleries, cafes, restaurants and shops (no sales tax!). Details: Greater Portsmouth Chamber of Commerce, 603-436-1118, www.portcity.org.

LODGING

EXIT 2: The Inn of Exeter (90 Front St., Exeter, 603-772-5901 or 1-800-782-8444), a small boutique hotel in a great town, has 47 rooms decorated with period antiques; rates start at $134 per night, double. Breakfast not included, but there's an in-house dining room.

EXIT 7: You can walk to all of Portsmouth's historic attractions from the charming Sise Inn (40 Court St., 603-433-1200), housed in a restored 1881 mansion. Guest rooms are large and surprisingly modern, with cable TV and gleaming bathrooms. Doubles are $145 and include a serve-yourself breakfast in the communal kitchen.

For funkier digs, the Bow Street Inn (121 Bow St., 603-431-7760), located above a performing arts theater on the Piscataqua River, has nine rooms with private baths. Rates starting at $89 include continental breakfast.

MAINE

PLACES TO EAT

EXIT 19: Reader Richard Burrage of Lively, Va., knew we'd stop at L.L. Bean in Freeport. His hint? "Head down to the waterfront for lunch." The ride had us befuddled (ask for directions!), but it's worth the trip. The little dockside restaurant serves deep-fried everything.

Karen Tamul of Germantown guided us to the Blue Onion (Main Street and Varney Road, Freeport, a half-mile east of I-95, 207-865-9396), which serves up the "best onion soup I've ever had in my life." It is good, and cheap ($3.50).

EXIT 22: Lobster, shmobster. Reader Richard Ireland says to opt for the Mexican food at Rosita's (212 Main St., Brunswick, two miles east of I-95, 207-729-7118; take a right on Maine Street once you hit downtown).

EXIT 33: For the creamiest, most humongous "small" ice cream cone you're likely to encounter (and for $1.36 no less), take a detour to Gifford's (270 Silver St., Waterville, 1 miles east of I-95, 207-872-6631).

EXIT 45: The Sea Dog Brewing Co. (Bangor, five miles from I-95, 207-947-8004; I-395 to Exit 3/Route 1A downtown, then follow the signs to the riverfront) has swell lobster rolls, a river view, great service. Appetizer, dinner and dessert was less than $15.

EXIT 62: We loved our lunch and the service at the Elm Tree Diner (Bangor Road, Houlton, one mile off I-95, 207-532-3181; take North Road south to Bangor Road and turn right). Don't leave without testing the cream puff with hot fudge.

ATTRACTIONS AND DISTRACTIONS

EXIT 1: For a great view of, well, New Hampshire, head to Fort McClary (Kittery Point, four miles east of I-95, 207-384-5160; follow Route 103 east), which was built in 1844 and was used during the Civil War. Admission $1; open seasonally.

EXIT 2 (Maine Turnpike): Take a breather at either the Wells Reserve (207-646-1555; Route 1 north to Laudholm Farm Road) or the Rachel Carson National Wildlife Refuge (207-646-9226; Route 1 north to Route 9 east). Both are bird-packed, water-studded and free, though we're partial to the latter's Carson Trail, which winds amid waterways for a mile and made us forget that I-95 was but three miles away.

EXIT 3 (Maine Turnpike): The Seashore Trolley Museum (Log Cabin Road, Kennebunkport, five miles off I-95, 207-967-2800; call for directions) is the world's oldest electric railway museum. Admission ($7) includes unlimited rides on a restored trolley. Open daily throughout summer.

EXIT 19: The Desert of Maine (95 Desert Rd., Freeport, two miles west of I-95, 207-865-6962) is an old farm gone reallly bad. See story, Page E8.

EXIT 45: The Cole Land Transportation Museum (405 Perry Rd., Bangor, less than a mile off I-95, 207-990-3600; follow signs to the WWII Memorial) promises, among other things, the "largest collection of snow removal equipment under one roof in America." Open May through Veterans Day. Admission: $3.

Stay outdoors and hit the Paul Bunyan Monument (I-395 to Exit 3/Route 1A) on Bangor's Main Street. You can't miss him: He's the big guy with the ax. Just try not taking a picture.

EXIT 56: Actually, it's the rest area just north of this exit (and only north -- you're out of luck if you're southbound) at Milepost 245 that reader David Driscoll of Presque Isle, Maine, calls the "most beautiful scenic pullover/rest stop" on I-95. He's right: There's a truly stunning view of Mount Katahdin and environs from the parking lot.

EXIT 58: The Lumberman's Museum (Route 159, Patten, 10 miles west of I-95, 207-528-2650) is a charming, albeit rustic, collection of artifacts. Open seasonally.

EXIT 62: Don't leave Maine without seeing a covered bridge. There are nine in the state; the farthest north is the grubby Watson Settlement Bridge (six miles north of I-95). Get out of your car, for Pete's sake, and walk across it! (Cars were banished in 1985.) The directions are complex; contact the Houlton Chamber of Commerce, 207-532-4216.

OUTLETS

EXIT 3: It's the other big outlet town in Maine: Kittery, which boasts numerous strip malls bearing such names as Old Navy, Levi's, Lenox, Fuller Brush (Fuller Brush?). We, natch, headed to the Kittery Trading Post (U.S. 1, a mile east of I-95, 207-439-2700), where we did a day's worth of kitsch collecting in about 20 minutes.

EXIT 4: Who knew? At the Woods to Goods outlet (891 U.S. 1, York, one mile east of I-95, 207-363-6001), you can buy hundreds of wooden objects crafted by the denizens of the Maine and New Hampshire prison systems.

EXIT 19: L.L. Bean's 24-hour operation is the big kahuna in Freeport, but there are plenty more stores in town, including one-of-a-kind shops like Mangy Moose and such obvious outlet selections as London Fog and Reebok.

STOPOVER TOWNS

EXIT 4: Ogunquit (seven miles east of I-95) kind of snuck up on us -- it's pretty, for sure, but a tinge of shabbiness makes it all the more accessible. Unlike well-heeled Kennebunkport up the road, there's a wide range of accommodations, from motor lodges to chi-chi inns. The picturesque town, full of shops and restaurants, is perfectly located to take in the attractions from Portland south. Info: 207-646-2939, www.ogunquit.org.

EXIT 5 (Maine Turnpike): With its stuffy B&Bs, inaccessible lighthouses and hard-shelled food, Maine can be kid-unfriendly. Consider Old Orchard Beach (four miles east of I-95), what Ocean City could be if it weren't so foul. Sure, the amusement area seems tacky, but it's old-time tacky, and therefore permissible. Info: 1-800-FMLY-FUN, www.oldorchardbeachmaine.com.

LODGING

EXIT 3: Unlike many B&Bs, kids and (well-behaved) mutts are welcome at Farmstead B&B (379 Goodwin Rd, Eliot, 6.5 miles west of I-95 on Route 236 north, 207-439-5033). Open the car door and let 'em both run amok. In-season rates, including a full breakfast, are $54 to $88.

EXIT 4: For a touch of the coast, plus a great view of the Cape Neddick Light, check out the Anchorage Inn (York Beach, seven miles east of I-95 on Route 1A, 207-363-5112). It's open year-round (a big plus in these parts), and there's an indoor pool. Rates start at $114 in peak season.

EXIT 3 (Maine Turnpike): Stuffy Kennebunkport's bevy of B&Bs have wildly different operating schedules; the cozy Maine Stay Inn and Cottages (34 Maine St., Kennebunkport, five miles east of I-95, 1-800-950-2117) is among those open year-round. All accommodations have private baths, some have fireplaces. In-season rates, including afternoon tea and breakfast, start at $150.

EXIT 45: Don't worry about the map -- the Lucerne Inn (Route 1A, Dedham, 11 miles east of I-95, 1-800-325-5123; take I-395 to Route 1A and head east) is only 15 minutes away. Sitting on a cliff overlooking Phillips Lake, the grand hotel (built in 1814) is a bit downtrodden, but what a view! Rates are $59 to $129 during low season, $99 to $169 in high.

EXIT 62: Reader C.M. Donovan pointed us toward First Settler's Lodge in Weston, 30 minutes south of I-95. See story, Page E8.

CAPTION: EXIT 1, Del.: Up-market fabrics at a discount.

CAPTION: EXIT 22, R.I.: Have lunch on the Brown University campus in Providence.

CAPTION: EXIT 3, Mass.: Holy water from France. Yes, France.

CAPTION: EXIT 2, N.H.: Get the buzz on local honey at the Coffee Mill in Exeter.

EXIT 45, Maine: Aye, matey! Have a lobster roll at the Sea Dog.

CAPTION: EXIT 3, Maine: Moose alert!

CAPTION: EXIT 89, Md.: Havre de Grace has the world's largest collection of decoys.

CAPTION: EXIT 90, Conn.: Aquatic critters and more at Mystic Seaport.