Melbourne, Australia's second largest city, is undoubtedly its cosmopolitan epicentre. Attractively located on the the banks of the Yarra River and the shores of Port Phillip, Melbourne is characterised by a sophistication and a certain solidity of purpose, and reputedly has some of the finest restaurants, art galleries and designer shops in the country.

The best way to see Melbourne is on foot, taking time to wander though the fantastic botanical gardens, watching the university rowers train on the river, or wandering up old cobbled streets and watching the street theatre. If you tire of walking though the city tram runs right through the centre of Melbourne linking all the major attractions.

Much of Melbournes wealth was yielded by the gold rush back in 1851, and with it Parliament House, the Treasury Building and the exhibition buildings among others, were built. Attention to detail has left Melbourne with wide boulevards, beautiful parks and gardens and elegant Victorian & Edwardian buildings.

Melbourne has a reputation as a refined city, reflected in its devotion to the arts. There are numerous cultural events during the year and plenty of permanent exhibitions and art galleries. The National Gallery of Victoria is revered throughout the world for it's fine collection of traditional Australian paintings and modern Aboriginal art works. The Victorian Arts Centre located on the banks of the Yarra River is home to the Australian Ballet, Melbourne Symphony Orchestra and the Victorian State Opera. The city is not only enjoyed for it's cultural activities, historical buildings and fine foods but also for the fantastic botanical gardens and parks.

Sport is an important part of the Victorian psyche. The first Melbourne cup was run at Flemington in 1861 and has since become an institution, attracting annual crowds of about 100,000. As the host city for the prestigious Australian Tennis Open, Melbourne attracts large crowds several times a year. Not forgetting the Melbourne Cricket Ground which is a venue for many sporting and entertainment fixtures.

Dining in Southbank

Once a disused and much neglected part of town, the southern side of the Yarra River has undergone an incredible transformation in the last decade. It now houses the Southgate Arts and Leisure Precinct and Crown Entertainment Complex as well as many multinational companies' offices, the Sheraton and Crown Towers hotels and the Victorian Arts Centre. The precinct lines a kilometre stretch of the river looking across to Melbourneís central business district.

Although offering cafes and takeaway outlets, Southbank is more famous for its large array of five-star restaurants, where those with money still to burn after shopping at Armani and Prada at Crown, come to re-energise.

Secure a window table, or ideally, a verandah spot, if possible ñ there is always something to see, from street performers to boats cruising the river.

The Australian Gallery of Sport and Olympic Museum is Australia's first multi-sport museum. The collections document Australia's sporting history and the cultural significance of sport. The gallery also has extensive collections of artefacts, photographs and research material from the Melbourne 1956 Olympic Games and other summer Olympic games displayed in a permanent exhibition.

Royal Botanic Gardens Melbourne

Established in 1846, the Royal Botanic Gardens cover 36ha The gardens are home to over 12,000 different species of plants and are a natural sanctuary for native wildlife. Features of the gardens include the Ornamental Lake, the National Herbarium of Victoria, Old Melbourne Observatory, the Australian Rainforest Walk and the Water Conservation Garden.

A walk around the entire gardens will take 2 to 3 hours at a medium pace. There is a Visitor Centre at the gardens, open 9:00 am - 5:30 pm daily. Guided tours are available, contact the Royal Botanic Gardens for details and bookings. During summer, check out the Moonlight Cinema.

St Kilda

South from the city along St Kilda Road and down Fitzroy Street is Australia's great melting pot.

Life's an almost endless beach and having a ball in or out of the water is the norm - entertainment and enjoyment just keep flowing!

Feast on a smorgasbord of delights at St Kilda, one of the bay's famous icons. Old and new blend to create a unique atmosphere. In Acland Street, the aromas will have your mouth watering. Enjoy the music and street theatre. Don't miss the popular Sunday market along the Upper Esplanade or join in the fun at historic Luna Park.

Go bayside for a taste of fascinating history, natural bushland and dazzling beaches. Explore 17km of foreshore - from Brighton to Beaumaris. Catch the dazzling colours of Brighton beach's famous bathing boxes. Investigate the coastal villages. Bayside is brilliant for a bike ride or walk and comes to the fore with many of Melbourne's best golf courses. Join the locals reflecting on one of the best water views in Melbourne - either go for a stroll or rollerblade to your hearts content.

There's more to discover in the neighbouring City of Kingston. Explore a further 13km of the bay's shimmering coastline. Drop into the seaside hamlets along the way to uncover their unique characters. Swim at wide sandy beaches. Set sail for a day on the bay or launch your boat.

Carlton

New York has Little Italy, Melbourne has Carlton. The old traditions are alive with each new generation blending their own style into the bianco, rosso and verde of this uniquely Australian-Italian community.

The life flows onto the streets with endless cafes and restaurants serving steaming bowls of pasta, strong espressos and delicious gelati. And, as you walk past, charming waiters smile &emdash; their only motivation in life seems to be to entice you inside.

If you can bear to tear your tastebuds away from the heady aroma of authentic trattoria cooking, further down Lygon Street discover a shopping precinct to die for.

Bookshops to browse through, fashion emporiums to breeze through, and the latest European fashions sitting comfortably side by side with the best Australia has to offer.