To the north and east of Portland, the coastline becomes more jagged, its fingers protruding like tentacles toward the sea between inlets, rivers and bays. This is the area where the "real" Maine starts. Poke down remote byways to Bailey Island, Popham Beach, Westport Island, Georgetown, Pemaquid Point and Port Clyde. Life is quieter here and the distances between points long and roundabout. Here also are two of Maine's leading resort areas – snug Boothbay Harbor, a commercial fishing village surrounded by a choice and remote shoreline beyond and on either side, and upscale Camden, where the mountains meet the sea and the windjammer fleet sets sail from the colorful harbor. Busy Rockland, long a commercial center, is becoming a visitor destination as well.


FREEPORT

Some guides tout Freeport as the birthplace of Maine, but hey, everyone knows its real claim to fame is L.L. Bean, the mail-order master that became the 24-hour-a-day retailing behemoth and attracts four million pilgrims a year. Colonial legislators signed the paper separating Maine from Massachusetts here, paving the way for statehood in 1820. Bean paved the way for more than 170 other name-brand outlet stores and became Maine's second most frequented tourist destination after Acadia National Park. There's more to Freeport than Bean's and its Disneyesque-look Main Street of outlet stores and hordes – a fact overlooked by visitors bent on bargains. Gracious South Freeport surrounds a picturesque working harbor far removed in place and spirit from the center of Freeport. Explore the byways of Porter's Landing, Lower Mast Landing and the other settlements along Freeport's hidden coastline. Enjoy the waterside walking trails at Wolfe's Neck Woods State Park and the wildlife at Mast Landing Sanctuary.

>> Freeport Lodging and Dining Suggestions

Harraseeket Inn, 162 Main St., Freeport 04032. (207) 865-9377 or (800) 342-6423.

>> Freeport Lodging Suggestions

Kendall Tavern Bed & Breakfast, 213 Main St., Freeport 04032. (207) 865-1338 or (800) 341-9572.

Brewster House Bed & Breakfast, 180 Main St., Freeport 04032. (207) 865-4121 or (800) 865-0822.

BRUNSWICK

Known for the Brunswick Naval Air Station and Bowdoin College, Brunswick is also a destination for Civil War buffs. Col. Joshua L. Chamberlain, a student and later professor and president of Bowdoin and governor of Maine, led the charge that halted a Confederate advance and helped turn the tide in the decisive Battle of Gettysburg. His partially restored Federal-style home across from the college, now the Joshua L. Chamberlain Museum, 226 Maine St., documents his life and times. It's run by the Pejepscot Historical Society, which also has a museum of local history in the left-hand section of a brick Italianate "double house" at 159-161 Park Row, built in 1858 and occupied until 1925 by three generations of leading Brunswick families. The other side is the Skolfield-Whittier House, a house museum that is a perfectly preserved slice of Victorian life. The seventeen-room mansion was sealed from 1925 to 1982, leaving the furnishings and fixtures intact. A few steps from the Chamberlain House is the 1846 First Parish Church, one of the seminal sites in the Civil War story. It was here that Harriet Beecher Stowe, while listening to her husband preach, had the vision that inspired her to write Uncle Tom's Cabin. Her home at 63 Federal St. is now the Stowe House restaurant. The Bowdoin College quadrangle is notable for a variety of architectural styles as well as two museums open to the public. The well-endowed Bowdoin College Art Museum in the Walker Art Building has the oldest collegiate art collection in the country and one of the finest collections of ancient art in New England. The Peary-MacMillan Arctic Museum in Hubbard Hall shows a sizable collection of tools, mechanical instruments and photographs from what is widely recognized as the first successful trip to the North Pole. The museum is named for Arctic explorers and Bowdoin graduates Robert E. Peary and Donald B. MacMillan.

>> Brunswick Lodging and Dining Suggestions

The Captain Daniel Stone Inn, 10 Water St., Brunswick 04011. (207) 725-9898 or (877) 573-5151.

>> Brunswick Dining Suggestions

Star Fish Grill, 100 Pleasant St., Brunswick. (207) 725-7828.

THE HARPSWELLS

Rural fingers of land stretching south from Brunswick into northern Casco Bay bear the collective name, the Harpswells, which boast the longest coastline of any town in the country. Great, Orr's and Bailey islands, connected by bridges, make up one finger (Bailey, the most seaward of the islands, is connected to Orr's by the world's last surviving granite cribstone bridge). Harpswell Neck forms another. Hidden coves, ocean vistas, quaint hamlets and lobster pounds portray Maine the way it used to be.

>> The Harpswells Lodging Suggestions

Log Cabin - An Island Inn, Route 24, Box 410, Bailey Island 04003. (207) 833-5546.