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Native Americans were the first to settle along the San Antonio River, calling it "Yanaguana," or "clear, refreshing waters."  Spanish explorers and missionaries followed, as did Mexicans, Germans and a good ol' cowboy or two.  They all recognized the wisdom of the waters and chose to keep this placid river as the focal point of their burgeoning metropolis.  Families visiting San Antonio today would be equally wise to use the river as a jumping off point for a jolly good time.

Where to Stay     The Omni La Mansion del Rio is as its name suggests -- the "mansion on the river."  The Spanish Colonial structure, on the banks of the San Antonio River in the heart of the city, started out as a Catholic Boys school over a century ago and morphed into a grand hostelry during HemisFair, the World's Fair hosted by the city in 1968.  Genteel in manner yet playful in spirit, the Omni greets its youngest guests with a platter of cupcakes and an "OmniSational Kids" backpack packed with goodies to keep them busy during their stay.  Rooms are done in Southwest chic, with the warm tones of the bedding a cool counterpoint to the 32-inch plasma TV.  A King Ambassador room is a must, since the sofabed will handle the kids while the balcony, perched over the river, will dazzle the entire family (sound-insulated French doors are a new and useful feature in these rooms).  Back downstairs, the action will be at the pool, the cozy cooler at the heart of a bougainvillea-draped courtyard.  Ask any of the attendants for snack suggestions and they'll proffer an on- or off-menu delight.  Kids will be so enchanted with the Omni it will be hard to get them to go anywhere else -- but they will.  Omni La Mansion del Rio, (210) 518-1000 or omnihotels.com.  Rates start at $179.00.

Lazy River     The "Paseo del Rio," or River Walk, is the heart and soul of San Antonio.  Anyone suggesting otherwise is either a spoilsport, doesn't have kids or needs to reawaken the kid in himself.  This stretch of the San Antonio River, twenty feet below street level in the downtown business district, is bordered by cobbled paths and trimmed by leafy cypress trees.  The river curls and cues and does a veritable 180-degree turn with great regularity, no doubt posing a tremendous challenge to the landscape architect Robert H. H. Hugman, who chose to tame its banks in the mid-20th century.  The result is sweetly satisfying -- bucolic paths lead to outdoor cafes, restaurants and the occasional neon-lit souvenir shop.  Kids will find the whole thing irresistible and continually ask for a "trip to the River Walk."  You should oblige, since these many forays will bring about restful slumber at the end of the day.  Another way to enjoy the river is aboard a Rio San Antonio Cruise.  The not-quite-hour-long cruise makes for a terrific primer on the river and the city.  Chatty tour guides will tell you that the river's depth here averages four feet but it's best to stay on board -- can you say "leeches?"  It may sound creepy but no one is planning on a swim anyway and the rest of the chatter is both informative and amusing.  You'll learn that the River Walk was modeled after the grand canals of Venice and that the big flood of '21 prompted the installation of flood gates, which were designed by -- women!  You'll sail away with a better appreciation of the city that refused to sink.  riosantonio.com.

Learn Your Lessons     The great thing about kids and history is that they'll happily entertain the stories of the past if they're made approachable and accessible.  Enter The Alamo, a former Spanish mission and the setting of a pitched battle in the name of Texas liberty.  It was here that loyalists of the Texas Revolution, numbering perhaps two hundred, took on General Santa Anna and his mighty Mexican army.  It was a losing battle for the loyalists, among them noted frontiersman Davy Crockett, but it served as a rallying cry for Texas statehood.  A beautifully-constructed scale model of the fort will enchant children, prompting all sorts of questions about what took place inside this stone fort.  Bronze plaques with the names of all who died here invite somber reflection while the collection of memorabilia related to the battle, including Davy Crockett's long-barreled rifle and ornate buckskin vest, nearly bring the events of March 6, 1836 to life. thealamo.org.  The King William Historic District took shape in the late 1800s, when German and other European immigrants came to San Antonio with big ideas and built even bigger houses.  Centered around King William Street just south of downtown, the seven block area features a collection of homes best explored on foot and with the aid of the pamphlet published by the King William Association.  From Victorian to Colonial Revival and Italianate design, the houses are a feast for the eyes and a legacy to those who helped make San Antonio what it is today.  kingwilliamassociation.org.  A block east is Southtown, an arts district that runs along S. Alamo Street.  Among the collection of boutiques, galleries and cafes is the Blue Star Arts Complex, a studio/retail space featuring the work of local artists alongside that of Mexican artisans (don't miss San Angel Folk Art's excellent wares).  The neighborhood's First Fridays evening art walk is the kind of scene that will appeal to teens.  southtown.net.

Play All Day     It's Texas-sized fun at Sea World San Antonio, where roller coasters and water rides team up with a whale named Shamu.  More on the whale later -- first up has to be Journey to Atlantis, a combination roller coaster and water ride that is the first of its kind in the U.S.  It's surprisingly simple:  you go straight up 100 feet, make a 360-plus-degree turn, head backwards along some undulating horizontal track, do another 450-degree turn and finally zoom down at 49 m.p.h. into a splash zone.  If this is what the party was like in the mythical city of Atlantis, it's a good thing Sea World rediscovered it.  Children will be filled with glee and insist on going to Atlantis, oh, ten times...in a row.  Pry them away for a sit-down at Viva, where divers and aerialists put the dolphins and whales through incredible paces.  It's a dazzling display of artistry and athleticism by both man and mammal.  At the Lost Lagoon, it's beaches, waterfalls, water slides and plain ol' water fun that will delight the kids, after which you'll want to flip a coin for a visit to either the water ski show or the Rio Loco, a turbocharged river ride.  And then there's Shamu, a killer whale with the heart of a lamb.  Since everything is bigger in Texas, he's got two shows here, the mellower Believe and the rollicking Shamu Rocks Texas.  seaworld.com.  Clear across town is Six Flags Fiesta Texas, where the setting is old-time carnival midway (and well-worn, at that) and roller coasters are the name of the game.  The big win is Tony Hawk's Big Spin, named after the champion skateboarder.  As gonzo as its namesake, this coaster features a car that spins around as it flies up and down the tracks.  Not for the faint of heart, but does that ever include kids?  Somewhat saner is a log flume ride that will get you soaked and classic bumper cars that will give the kids a sense of what Mom and Dad thought was fun once upon a time.  sixflags.com.

Shop Till You Drop     At El Mercado, billed as the largest Mexican marketplace outside of Mexico, the collection of sombreros and serapes may induce a siesta but it's still worth a look-see.  Those in the know make a bee-line for Linda de Taxco, the one merchant in this maze selling high-quality silver, arts and crafts.  Refuel at the al fresco taco stand, where the $3 chicken fajitas and gorditas are as big as your hand.  Wash it all down with a $5 melon agua fresca that's large enough to sate the entire family.  Aiming for authenticity and hitting the mark is La Villita, a National Historic District dating to the mid-eighteenth century where artists and craftsmen from the U.S., Mexico and the Americas create and sell everything from blown glass to jewelry and textiles.

Where to Eat     El Mirador is one of a handful of excellent eateries on S. St. Mary's Street that are just far enough from downtown to elude the palate of most visitors.  Play it like a local and order the chicken enchiladas draped in a winning green poblano sauce (a chocolate-y mole sauce is another option).  The cheese quesadillas are a hit with the kids and are topped with guacamole, sour cream, lettuce, tomato and onion.  722 S. St. Mary's Street (210) 225-9444.  At Acenar, the self-styled "HotMex-CoolBar" may appear too sophisticated for a family dinner but the extensive menu is surprisingly accessible.  Call ahead for a table overlooking the River Walk and indulge in the excellent tortilla soup and chile relleno.  The guacamole, prepared table-side, is another treat.  Enchiladas are served a variety of ways, though kids may prefer the classic bean and cheese nachos (top them with chicken, beef or pork for extra protein).  146 E. Houston (210) 222-2362.  Mi Tierra is major eye candy, the kind of place where it's Christmas every day.  The cavernous restaurant is open 24 hours a day and busy at all hours.  Visit for breakfast, the better to choose from the mouth-watering selection of pastries in the bakery.  The huevos rancheros are blessed with an excellent ranchera sauce, though purists will be inclined to ask for corn tortillas alongside this classic Mexican dish (flour tortillas seem to be the order of the day in Tex-Mex-crazed San Antonio).  Cabrito, or tender baby goat enveloped in ranchera sauce, is the restaurant's signature dish.  Near San Saba and W. Commerce Streets in El Mercado (210) 225-1262.  Blanco Cafe is a much simpler breakfast option, a cozy downtown storefront where the eggs are Mex, Tex-Mex or American and the coffee hits the spot.  419 N. St. Mary's Street (210) 271-3300.  An outdoor table at Las Canarias, tucked into a far corner of the Omni La Mansion del Rio, places you close by the river yet a world away in terms of ambience.  Candles flicker on the white-napped tables and waiters in formal dress cater to your every whim.  The "gourmet kids menu" is a treat for young (and adventurous) diners and will captivate while Mom and Dad sip a California Chardonnay and think back to a simpler (more romantic?) time.  Omni La Mansion del Rio (210) 518-1000.

What Else?     The Museo Alameda seeks "to tell the story of the Latino experience in America through art, history and culture."  A series of rotating exhibits and performances accomplish just that in a light-filled, colorful space.  The museum's affiliation with the Smithsonian Institution is the first of its kind.  thealameda.org...The San Antonio Children's Museum reminds you that it's "where children play to learn and adults learn to play."  Clever exhibits make these lessons both funny and fun.  sakids.org...The 750-foot-tall Tower of the Americas is the beacon of the San Antonio skyline and a worthy reminder of HemisFair.  An observation deck, revolving restaurant and 4D theater ride will greet you at the top, along with an eye-popping view of the city.  toweroftheamericas.com.

Worth A Detour     El Paso, Texas, at the western end of the Lone Star State and just across the border from Juarez, Mexico, makes for a nice detour when coming or going from San Antonio.  Best reason to visit may be L&J Cafe, which serves what is arguably the best Mex in Texas.  Leo Duran is the man at L&J, a former speakeasy which grew into food thanks to Leo's great grandma's recipes.  Dig into the Tampiquena Plate, which features a tender filet grilled and smothered with onions and roasted green chiles.  It's served with a delectable red enchilada, the creamiest of refried beans and yellow rice flecked with peas.  Oh, the side salad with guacamole is also quite nice.  Unbelievably, this huge amount of food will go down easy.  Kids will be tickled pink by the enchiladas de queso entomatadas, red enchiladas in a non-spicy tomato sauce.  3622 E. Missouri Avenue (915) 566-8418...Force yourself away from the table and head over to the Lucchese Boot Company, which has been in business since 1883 and in El Paso, the boot capital of the world, since 1985.  Lucchese may be the last major boot manufacturer to offer a line of handmade boots, the Lucchese Classics.  After a few minutes of admiring these beauties, you will surely turn into a cowboy or girl.  Even more appealing is that the boots sold at the company store are 40-50% off regular retail, so you'll pay $299 for python or $499 for ostrich skin.  Alas, kid sizes aren't offered.  6601 Montana Avenue #L (915) 778-8060...If you're this close to Mexico, you may as well pay a visit.  The Mexican border is five blocks from downtown El Paso, so you can either walk into Mexico or take the downtown trolley.  Once into Mexico lindo, browse the many souvenir shops, pause for a refreshing drink and practice your high-school Spanish...Come nightfall, retire to the Camino Real El Paso Hotel, a grand dame listed on the National Register of Historic Places.  Your kids will sparkle under the crystal chandeliers and Tiffany cut glass dome and it's all surprisingly affordable.  Camino Real El Paso Hotel, (915) 534-3000 or caminoreal.com.  Doubles starting at $89.00.

Elaine Sosa Labalme is a food and travel writer based in Pittsburgh, PA . When she's not busy as a domestic goddess she's out traveling with husband Fen and six-year-old son Steven. She hopes to be the next Charles Kuralt.