MANCHESTER -- Years ago, folksinger Joni Mitchell lamented in song about unnamed bad guys paving paradise and putting up a parking lot.

In one part of Manchester, however, creating a proper parking lot was step one toward unlocking the charms of an often over-looked section of the town.

Many visitors to Manchester know about some of its more famous sites and attractions: Hildene, where Abraham Lincoln's sole surviving son built a Victorian mansion on a 400-acre estate; the Equinox Resort, in historic Manchester Village; nichey, independently owned shops like the Northshire Bookstore and the Mountain Goat, or consignment stores like Manchester House, which seems to sell every knick-knack ever made.

The town is also known for many national brand retail clothing outlets. They dot the sidewalks of Main and Depot streets, the two main commercial arteries that feed off the newly renovated roundabout in the center of town, completed last year after decades of debate, planning and discussion.

But many visitors may miss a chance to explore one of the off-the-beaten-track sections of town, right off Depot Street.

Start with the parking lot, at the corner of Elm Street and Highland Avenue. The historic site marker at the street corner explains that "The Depot" section of town began to develop in the 1850s, when the then-Western Vermont Railroad added a station -- or depot -- where the sprawling complex of the hardware and home-building supples store rkMiles now sits a short distance away. After the Civil War, the depot became a huge trans-shipment spot for marble quarried from Dorset and other neighboring towns for gravestones for victims of the War between the States. So much of it was shipped out of there that it spurred more commercial development, and some of the buildings constructed during that era still stand.

Across the street from the parking lot stands Al Ducci's. Refugees from New York will feel right at home amidst the fresh mozzarella, delicatessen delights, sandwiches made-to-go and freshly baked breads. Then there's the pizza, voted the best in town a little while ago. You can grab some sustenance for later or sit down on the convenient table on the front step.

Al and Nancy Scheps, the owners, have been there since the early 1990s and have been evolving it ever since.

"We're food purists," Nancy Scheps said. "What we provide is what we'd do if the customers came for dinner."

Evolution continued last year when they opened a restaurant -- Al Ducci di Notte -- which serves Italian fare.

Next door to the restaurant is a bric-a-brac heaven, known as Maiden Lane or "Le Depot."

Shirley Maiden, the owner, sells lampshades, vintage clothing and jewelry, home furnishings, and most importantly, pillows -- lots of pillows, fancily embroidered.

"I'm a custom textile lover," she said, straightening out a few of the many on display throughout her store.

She creates the pillows using fabric she finds here and there, and decorates both sides of the pillows with them. They are her passion.

Across the street from Maiden Lane is a 19th-century Gothic structure that houses the widely-listened-to alternative rock radio station WEQX-FM. If you're a fan, the reception on your radio will never be clearer.

But if vintage clothing whets your appetite, cross the street onto Highland Avenue to Robin Lane, a clothing store set up inside one of those surviving 19th-century buildings. Robin Lane, the owner and store's namesake, makes her own women's clothing from natural fabrics, and her design work is original and striking enough to have gotten her noticed by Donna Karan, who signed her up last year. Her business has been at this location -- 46 Highland Ave. -- for the past 10 years.

Lane's designs cater to those who like the simple and casual look, but with a dash of style and sophistication dialed in. Her outfits are versatile, she said, "practical clothing that women can wear everyday."

A short distance down Highland Avenue brings you to the Tilting at Windmills Art Gallery. It's been there for more than 40 years, and its third owner -- Terry Lindsay, an artist in her own right -- acquired it in January. She worked at the gallery many years ago before heading to Saratoga, N.Y., to open one of her own. When the opportunity came up to own Tilting at Windmills, she pounced.

The gallery blends traditional landscape scenes with more avant garde abstractionist work, and Lindsay is also adding sculpture. All the paintings are original art -- no prints.

This month's show, "New Beginnings," gathers work by local artists, such as Lisa Cueman, Susan Read Cronin and Elizabeth Torak, among many others.

For those whose taste in art runs toward glassware, a short walk back up Highland Avenue and then left on Elm, down past Maiden Lane and Al Ducci's, will take you to Manchester Hot Glass, where you can browse vases, bowls,and other glassware or make your own.

Walk around the corner to Depot Street and you'll find a bar and restaurant, Fireflys, favored by the locals. Next door, the Garden Arts Market combines gas station and organic, fresh foods grocery store.

Manchester is more than a shopping mecca, and more than a quaint New England village with its roots in the 18th century. It has a bit of both.

If you go ...

What: Sights near Depot Street in Manchester, beginning at the corner of Elm Street and Highland Avenue

Al Ducci's

Pasta, sandwiches and more.

Al Ducci di Notte

Evening restaurant: Open Thursday, Friday and Saturday from 5:50 to 9 p.m. Reservations are recommended -- call (802) 362-1429. Wine is available next door at Al Ducci's or bring your own.

Maiden Lane or "Le Depot"

Vintage, (802) 362-2909

Robin Lane

clothing store, easy-fit, classic pieces. The shop is open whenever Robin has her flag out -- or by appointment. (802) 362-7590.

Tilting at Windmills Gallery

Open from 10 a.m. to 5 p.m., Monday to Saturday, and Sundays from 10 a.m. to 4 p.m. Fore more information, call (802) 362-3022, or visit www.tilting.com.

Manchester Hot Glass

Open Sundays from 10a.m. to 3 p.m.; Mondays, Thursdays and Saturdays from10 a.m. to 5 p.m.; closed Mondays or Tuesdays. Call ahead at (802) 362-2227.