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Most overseas visitors to Sydney arrive by air. But they won't really have arrived in either the city or Australia until they make their way to Sydney Cove and Circular Quay.

On a sunny afternoon -- perhaps at an outdoor table at Doyle's over a plate of Tasmanian oysters and a crisp chardonnay from Hunter Valley -- they can take time to recover from the 14-hour flight across the Pacific and begin to savour the panoply of images that have come to define this modern Australian city.

The splayed sails of the Opera House glisten at the tip of Bennelong Point like the moist skin of an exotic sea creature. The massive coat-hanger arch of Harbour Bridge is on the other side of a sparkling stretch of water filled with the busy comings and goings of ferries. Tall glass-walled office buildings flanking the ferry wharves reflect the blue sky and white clouds. On the opposite side of the harbour, near Kirribilli Point, swarms of sailboats and powerboats skim the waves, and a replica of Captain William Bligh's H.M.S. Bounty returns from another harbour cruise. On the west side of Sydney Cove are The Rocks, a rehabilitated district that is Sydney's -- and Australia's -- oldest European enclave.

The scene is, author Jan Morris once wrote, the icon-littered view that has come to define our mental image of Sydney: the grand-slam look, the whole hog, flag-and-fireworks panorama billions of television viewers saw as it became the first major city to celebrate the arrival of the new millennium. "It gives you a triumphal feel," said Morris in Sydney, her profile of the city, "as though there ought to be incidental music in the air, preferably Waltzing Matilda."

Physically, modern Sydney is a giant. With a population approaching four million -- 20 per cent of Australia's total -- its vast skirt of suburbs sprawls inland almost 100 kilometres from top to bottom and about 55 kilometres across. Still, Circular Quay is viewed as the birthplace of the nation, the gateway to the city and the psychological portal to both. Its surrounding districts are the centre for transport, culture and entertainment, and it's the area to which all visitors eventually gravitate, and with good reason.

Sydney is consistently rated by international travellers as their favourite destination and is preparing itself for another starring role on the world stage. Tens of thousands of North Americans and other foreign visitors will travel here in September for the 2000 Olympics, and in October for the Paralympic Games for disabled athletes, the world's second-largest sporting event this year.

Billions more will watch the spectacles on television, along with the inevitable series of travelogues and special features being prepared even now by networks to fill time between competitions. Tourism officials are optimistic that the Games and the publicity they generate will boost visitor numbers for years to come.

Ideally, a visitor could spend weeks and even months exploring Sydney. The reality is that most will come here only for several days before moving on to other destinations in Australia. So sit back at your outdoor table, contemplate the sun on the sparkling harbour, and consider a soupçon of attractions that can be enjoyed during the next three to seven days. The Rocks and Sydney Harbour Bridge It's always best to start at the beginning, and The Rocks is the birthplace not only of Sydney, but also of European settlement in Australia. It was here, on the western side of Sydney Cove, that the first British fleet of 11 ships under the command of Arthur Phillip dropped anchor on Jan. 26, 1788. They carried a luckless cargo of 775 convicts -- 582 males, 193 females, average age 27 -- and a couple of hundred marines with 27 wives and 25 children. It was the end of an eight-month, 23,500-kilometre journey via Rio de Janeiro and the Cape of Good Hope. Never had so many people travelled so far together.

Phillip named the cove Sydney after the British Home Secretary, Thomas Townshend, first Baron Sydney of Chiselhurst. While Phillip had intended to call the settlement itself Albion, it, too, became known as Sydney.

The colony's first ramshackle collection of huts was built on the side of a sandstone bluff and became known as The Rocks. Until the beginning of the 20th century, long after most respectable citizens had moved to other districts of the growing city, The Rocks remained a squalid, malodorous warren of dilapidated warehouses, brothels and bars, and a haunt of criminal gangs. As late as 1900, bubonic plague swept through the district, prompting the government to offer a bounty for dead rats.

The character of The Rocks began to change in the 1920s and 30s during the construction of the Harbour Bridge. Many old homes and entire streets were demolished to make room for the bridge's southern approach. But it wasn't until the 1970s and 80s, when preservationist protesters managed to fend off demolition balls and developers, that restoration of the area began and its historical significance was fully appreciated.

Today, historical buildings and twisting laneways are home to some of the city's toniest shops, more than 70 restaurants and cafés, as well as a bustling outdoor market on weekends. Especially on weekends, every hundred metres of the district seems to be occupied by a street performer -- a living statue here, a unicyclist juggling torches there, a painted and mop-haired Aboriginal didgeridoo-player just around the corner.

A good place to start a walking tour of The Rocks is the Sydney Visitor Centre in the Old Sailors Home (106 George St.) where you can join guided tours of the district or pick up pamphlets for self-guided walks. Have a pint of Victoria Bitter at any one of three pubs -- the Lord Nelson, the Hero of Waterloo, or the Fortune of War -- that lay claim to being the city's oldest watering holes. Have lunch at one of Wolfie's outdoor tables at Campbells Cove. Order a bug salad, or crocodile on mixed lettuce with apple and mango chutney. While you enjoy your meal, you'll have a good view of the $2.5-million full-scale replica of the Bounty, built in 1979, to match the 1789 original, by film producer Dino de Laurentis for the 1983 remake of Mutiny on the Bounty, starring Mel Gibson as Fletcher Christian and Anthony Hopkins as Captain Bligh. It offers five harbour cruises daily. Bookings: 9247-1789; cost $45-$85 a person. (All prices are in Australian dollars which are roughly on par with Canada's). Web site: http://www.thebounty.com .

From The Rocks you can walk onto and across the huge Harbour Bridge. The daring -- providing they pass a mandatory breath test -- can even climb to the top of the bridge's arch for an unparallelled view of the city. New BridgeClimb tours depart from Cumberland Street every day from 7 a.m. Booking ahead is essential. Information: 8274-7777; Web site: http://www.bridgeclimb.com . The Opera House With its flying roofs of off-white tiling and its dramatic setting at the tip of Bennelong Point, the Opera House has become the much-loved icon everyone associates with Sydney. It was not always so popular.

Dedicated in 1973 by the Queen, it took 16 years to construct and soared in cost from the original estimate of $7-million to $102-million. Danish designer Jorn Utzon resigned amid controversy in mid-project and it was a butt of jokes for years.

Even when it was completed it was not universally admired. British journalist Beverley Nichols thought it looked like something that had crawled out of the harbour and was up to no good. The author Blanche d'Alpuget likened it to "an albino tropical plant root-bound from too small a pot."

But, for most of the world, it remains one of the great architectural statements of the 20th century, a unique structure that captures the maritime spirit of the city. You can take a guided tour through its maze of rooms, the concert hall, drama theatre, playhouse and elegant Bennelong restaurant. Information 9250-7111; see the Web site: http://www.soh.nsw.gov.au . Galleries, museums, exhibits Directly behind Circular Quay's ferry wharves on Alfred St., close to the site where the British flag was raised on the first fleet's arrival in 1788, sits the impressive sandstone Customs House. Its construction started in 1840 and it was continuously added to until 1917. Used until 1990 as Sydney's customs house and later as offices, it underwent a $24-million refurbishment two years ago and has recently reopened as a unique cultural centre, with retail and exhibition space as well as cafés and restaurants.

A ground-floor gallery is currently displaying fine porcelain created by Australian ceramicist Sandra Black and a facing retail outlet has an exhaustive collection of reference books on aboriginal art and culture as well as quality crafts from Australia and the Pacific islands.

Outstanding exhibits until the end of August include a fascinating display of pottery vessels and images from indigenous artisans in Papua New Guinea, and a collection of rarely seen wigs, heirloom hairpieces, hand-made combs and luxurious bird-plumage head adornments from Fiji, Papua New Guinea and the Solomon Islands. An artist-in-residence program until Aug. 28 features mural artists from Bihar, India, and contemporary "wall artists" from Australia.

For those interested in the city's physical development, the fourth-floor city exhibition space is not to be missed. It contains a 1:500 scale model of central Sydney with interactive and multi-media displays highlighting urban-design issues.

For those with more time:

Museum of Sydney. Built on the site of the colony's first Government House, its themed areas illustrate the history of the city. (Bridge and Phillip streets; 925-5988; Web site: http://www.mos.nsw.gov.au ).

Museum of Contemporary Art. Located in a ponderous art deco building on the west side of Circular Quay, the museum's permanent collection of works by the likes of Warhol, Hockney, Cristo and Lichtenstein. (9252-4033; Web site: http://www.mca.com.au ). Royal Botanical Gardens South of the Opera House and sweeping around Farm Cove, the 30-hectare park is crisscrossed by walking and cycling paths. This is a perfect place for a peaceful escape from the crowds of Circular Quay. Filled with more than 7,500 species of trees and ferns, it is the site of the colony's first farm. Special features include the glass pyramids of the Sydney Tropical Centre, the Rose and Succulent Gardens and the National Herbarium of New South Wales.

This is also where you will find Government House, once the official residence of the governor of New South Wales, constructed between 1837 and 1845. Gardens information: phone 9231-8125; Web site: http://www.rbgsyd.gov.au . Government House information: phone 9931-5222 (closed Mon.-Thurs.).

The gardens will be the site of the first Olympic events. The women's triathlon (Sept. 16), and the men's event (Sept. 17) will start in Farm Cove and run through the Royal Botanic Gardens, the Domain and Hyde Park before returning to the Sydney Opera House for the finish. Taking to the water One of Sydney's joys is its ferry service and visitors should make time for at least one excursion by water. And it's a good way to understand the almost magnetic attraction Sydneysiders have with the sea. Forty beaches are easily accessible. Options are abundant with eight routes serving 36 wharves. Here are three popular destinations easily reached from Circular Quay:

Darling Harbour. Until the mid-1980s a wasteland of disused docks and railway yards, the horseshoe-shaped bay has experienced an explosion of development. New attractions include the Sydney Aquarium, the National Maritime Museum and a large shopping complex. Chinatown is within easy walking distance.

Taronga Zoo. Only 15 minutes from Circular Quay, this is a great place to see Australian wildlife, especially for those who will not venture far into the interior of the country. But almost as enjoyable as the zoo's collection of more than 2,000 animals from around the world is its dramatic setting on a hillside with fabulous views of Sydney Harbour and the Opera House.

Manly. Set aside at least a half-day to explore Manly. A 30-minute ferry crossing of Sydney Harbour brings visitors to this cosmopolitan suburb nestled between a tranquil inner-harbour beach on one side and a popular surf beach on the Pacific Ocean. The waterfront is lined with restaurants and cafés. A popular attraction here is Oceanworld, where you walk beneath the sea and come face-to-face with sharks, stingrays and thousands of fish (phone: 9949-2644).

SYDNEY: A MATTER OF PERCEPTION

Sydney has come into its own as a cosmopolitan city, but over the years it has been the victim of condescending remarks and jokes, often made by British visitors. Here is a sampling: " As margarine is a substitute for butter." -- Author D.H. Lawrence in 1923, when asked to compare Sydney with London. " Why didn't they call it Bert?" -- Actor Robert Morley in 1949. He thought the city misnamed. " Steely, scornful, accusatory and plebian, as though they are expecting you (Heaven forbid) to pinch their tight-corsetted behinds." -- Jan Morris writing in the 1960s about Sydney's society ladies. " In many ways, the harbour humanizes this great lout of a city, which is a mixture of sensibility and Philistinism, like an overgrown country town." -- Sydney native, Thomas Keneally, author of Schindler's List, writing in the May/June, 2000 issue of National Geographic magazine.

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