Omaha, Neb. — Thomas C. Durant must have been one smooth talker. President Abraham Lincoln wanted Council Bluffs, Iowa, on the eastern banks of the Missouri River, to anchor the new Union Pacific Railroad. But Durant convinced him the terminus should be on the western banks, in the village of Omaha.

By this one decision in 1863, modern Omaha's future was set. Durant went on to promote the Union Pacific Railroad, making himself and Omaha wealthy.

Mark O'Leary/Cornerstone Mansion (ENLARGE)

The Cornerstone Mansion was the first 'Gold Coast' home built in Omaha in the 1890s. The 17-room Gothic Revival-style home was a wedding gift for the Yost family's only daughter.

Omaha Chamber of Commerce (ENLARGE)

Gene Leahy Mall, with the Omaha skyline in the background, is home to two huge slides suitable for kids and adults.

Lisa Lowe Stauffer / Special (ENLARGE)

Delice European Bakery Cafe offers a tempting array of quiche and sweets. It also has soup, salad and sandwiches.

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But Durant was not the first to see possibilities in this site. Omaha, meaning "against the current" or "upstream," was named for Native Americans who moved into the Missouri River Valley around 1700. For more than a century, the Omaha tribe controlled trade along the Missouri and Platte rivers. Lewis and Clark passed through this area on their 1804 trip to the Pacific.

Others found the Missouri-Platte route the best way west. The first group of settlers — Mormon immigrants — spent the bitter winter of 1846 just north of Omaha, waiting for spring so they could continue on to the Great Salt Lake. Others followed, establishing Omaha as a place to rest and stock up. But if Durant hadn't decided to place the Union Pacific terminus in Omaha, its fortunes would have been very different.

"The railroad was finished in 1869, so virtually everything that went West went through here," said Denny Chapman, a volunteer at the Omaha Visitor Information Center. "In the 1870s and '80s some 40 brick buildings sprung up, known as 'jobbers canyon.' Fortunes were made. This became a very rich town with mansions filling the area from 38th Street to 42nd Street. They called it 'the Gold Coast.' Omaha's story is a story of wealth."

By the late 1920s, the city needed a new railroad station. As a showpiece for its headquarters, in 1931 the Union Pacific Railroad built Union Station in art deco style. As many as 10,000 passengers and 64 trains passed through here daily in those golden years of train travel. During World War II, most soldiers who were shipped to the Pacific front came though here by train. Union Station closed to passengers in 1972.

As the railroads faded after WWII, a new communications center arose near Omaha — the Strategic Air Command Center. "The SAC built infrastructure for telecommunications, much better than elsewhere," said Chapman. "Even today, numerous hotel call centers and the Peter Kiewit Institute attest to that infrastructure. The Strategic Air Command gave rise to the Strategic Air and Space Museum, a little ways outside of Omaha. It's a great museum for aircraft and flight fans."

And of course, also adding to Omaha's wealth is its most famous resident, Warren Buffett. "He made lots of millionaires and several billionaires," said Chapman. "Since the 1860s, Omaha has benefited from the generosity of its wealthy citizens."

The city's signature sculpture of "O!" captures exactly the reaction most visitors have to Omaha. With a world-class zoo, a terrific art museum, interesting boutiques, hundreds of restaurants and fine arts ranging from opera to indie musician Conor Oberst, Omaha makes a great vacation destination for all ages.

Durham Western Heritage Museum

For history and train buffs, the Durham Western Heritage Museum is the place to start.

Housed in beautifully restored Union Station, the museum spans two floors. The Main Waiting Room is preserved as if you'd walked into the station during WWII. Statues depict soldiers shipping off to war, families bidding farewell, sweethearts dreading the separation. Through speakers near the statues, you can hear the characters tell their own stories.

At one end of the Main Waiting Room, the 1931 soda fountain serves luscious ice cream treats and old-fashioned candies. Downstairs, historical exhibits let visitors wander through Indian dwellings, 1800s houses and shop replicas.

On the old tracks are a steam engine, Pullman car, lounge car and caboose. They're open to walk through, sit in the seats and imagine you're chug-chug-chugging along.

First National's Spirit of Nebraska's Wilderness and Pioneer Courage Park

In the middle of downtown, these statues commemorate the pioneers who settled the West.

Beginning at 14th and Capitol streets, larger-than-life bronze wagon trains head west. Up ahead, a spooked bison turns a corner, then more bronze bison stampede down the side street. A block later, at 16th and Dodge streets, the bison turn another corner, startling a flock of bronze geese that rise out of a fountain. Ultimately, some of these geese "fly" into the atrium of the First National Tower.

Be sure to look at the facial expressions, both on the people and the bison.

Henry Doorly Zoo

Rated as one of the nation's best, the Henry Doorly Zoo is known for conservation and recreation.

Lots of the exhibits are indoors, duplicating the home environment for animals from the desert, the rain forest or other areas unlike Nebraska: an aquarium, a house for bears, tall exhibits for orangutans to climb and a complex for big cats.

Outdoor exhibits stretch across about 130 acres, with transportation by foot, tram or steam train.

Lauritzen Botanical Gardens

With walking paths, a children's garden, a model railroad and statues among the plants, Lauritzen Botanical Gardens is a newcomer to the Omaha scene.

Since planting began in 1995, the Rose and Victorian gardens have become a local favorite for weddings.

Visitors can stroll on their own or ride a tram to the farthest gardens.

Joslyn Art Museum

Since its founding in 1931, the Joslyn Art Museum has gathered more than 11,000 works of art. Its Western collection, featuring Karl Bodmer, a Swiss artist who traveled the West in 1832-1834, is outstanding.

Gold Coast

The Cornerstone Mansion, now a bed-and-breakfast inn, was the first house built in what became known as the Gold Coast.

The Yost family built this 17-room Gothic Revival-style home in 1894 as a wedding gift for their only daughter, Bertha Yost Offutt. Soon, other wealthy families flocked to the area.

One of the Offutt children was the first pilot killed in World War I. Offutt Air Force Base is named in his honor.

Many of these ornate Gold Coast buildings still stand, but most are private residences. Julie Mierau and Mark O'Leary, owners of the Cornerstone Mansion, can provide walking tour information.

Performing arts

Saddle Creek Records, founded when childhood friends released 100 cassette tapes of 13-year-old musician Conor Oberst, still calls Omaha home.

The label pioneered "the Omaha Sound," but in recent years has added more eclectic musicians.

Through Saddle Creek and Oberst ("Bright Eyes"), Omaha has become a center for indie music. With the recent opening of Slowdown, Saddle Creek's own rock club/bar, the indie music scene has a dedicated performance venue in north downtown Omaha.

Classic and independent cinema has a new home at Film Streams in the north downtown area, too.

In addition, the Holland Performing Arts Center, along with the Orpheum Theater, offers a busy schedule of Broadway plays, touring musicians, dancers, actors and the Omaha Symphony.

Old Market District

After a long day of touring, the Old Market District is the place to go. Brick streets and buildings hark back to Omaha's bustling days, when groceries and goods arrived by steamboat or train. Fading painted-on ads still adorn many of the brick warehouse walls.

With more than two dozen restaurants, pubs and coffee houses in Old Market, there's something for every taste. Although Omaha's steaks are justly renowned, immigrants have left their mark, too, with Italian, Irish and Mexican restaurants.

After a hearty dinner, stroll through Old Market's shops. These old buildings primarily housed fruits and vegetables back in the day. Now you'll find art galleries, antique shops, clothing stores and gift boutiques.

A fitting end to an Omaha visit is a stroll of the brick streets, remembering the wealth the railroad brought. Although Durant ultimately lost his wealth, he certainly created Omaha's fortune. Like me, when you visit Omaha, you'll say, "O!"

IF YOU GO

Getting there

Delta Air Lines offers nonstop service from Atlanta to Omaha starting at about $300 round trip. Other airlines offer flights with one connection for similar prices.

A rental car is necessary to get around Omaha, as there is little public transportation.

Where to stay

• The Cornerstone Mansion, 140 N. 39th St. Friendly proprietors, comfortable beds, seven quiet guest rooms, opulent main floor, restored to 1894 pristine condition. Ask about the ghost in the carriage house. $85-$150. 1-888-883-7745, www.cornerstonemansion.com.

• Redick Plaza Hotel, 1504 Harney St. A boutique hotel in a renovated art deco building, two blocks from historic Old Market. Free shuttle locally and to airport. $109-$159. 1-888-342-5339, www.redickplazaomaha.com.

• Hilton Omaha, 1001 Cass St. A four-diamond property connected to the Qwest Center Omaha. Health club. $129-$279; self- or valet parking, $9-$15. 402-998-3400, www.omaha.hilton.com.

Where to eat

• Bohemian Cafe, 1406 S. 13th St. Its motto is "Czech us out." Old-fashioned Czech decor, homey Czech foods, including sweet and sour cabbage, dumplings and daily specials. Entrees, $7-$15. www.bohemiancafe.net

• Delice European Bakery Cafe, 1206 Howard St. Quiche, soup, salad, sandwiches and spectacular desserts. Entrees, $2-$6. www.deliceeuropeanbakery.com

• McFoster's Natural Kind Cafe, 302 S. 38th St. Organic, locally grown produce. Vegetarian dishes beyond the ordinary. Try the enchiladas or pop in for a fresh-juiced drink like carrot-cucumber. Free movies on Wednesday nights. Entrees, $6-$15. www.mcfosters.com

• Lo Sole Mio Ristorante Italiano, 3001 S. 32nd Ave. Family-owned, with authentic Italian specialties. Try any of the exquisite pasta dishes, such as pasta con verdure. Entrees, $13-$27. www.losolemio.com

• Petrow's, 5914 Center St. An Omaha favorite for more than 50 years. Known for its homemade ice cream and great old-fashioned diner fare such as burgers or tuna melts. $5-$7 for salads and sandwiches. petrows.com

• Upstream Brewing Co., Old Market location, 514 S. 11th St. The best steak I've had in years, paired with a stout brewed in-house. Don't miss the warm chocolate tart for dessert. Entrees, $10-$36. www.upstreambrewing.com

• Vivache Contemporary Italian, 1108 Howard St. (in Old Market). Dining indoors or out. Try the smoked trout panini or the Parma rosa ravioli. More than 200 wines available. Entrees, $15-$36. www.vivaceomaha.com

Recommended reading

"Nothing Like It in the World: The Men Who Built the Transcontinental Railroad 1863-1869" by Stephen E. Ambrose (Simon & Schuster).

What to do

• Bright Eyes (Conor Oberst): www.thestoryinthesoil.com

• Durham Western Heritage Museum: www.dwhm.org

• Film Streams Cinema: www.filmstreams.org

• Joslyn Art Museum: joslyn.org

• Lauritzen Botanical Gardens: www.omahabotanicalgardens.org

• Lewis and Clark Visitors Center: www.nationalgeographic.com/lewisandclark; www.nps.gov/lecl/

• Mormon camp: www.nps.gov/mopi

• Old Market District: www.oldmarket.com

• Henry Doorly Zoo: www.omahazoo.com

• Omaha performing arts (Holland Performing Arts Center, Orpheum Theater): www.omahaperformingarts.org

• Saddle Creek Records: www.saddle-creek.com

• Slowdown: www.theslowdown.com

• Strategic Air and Space Museum (midway between Lincoln and Omaha): www.strategicairandspace.com

Information

Omaha Convention and Visitors Bureau: www.visitomaha.com

Information centers: Two booths are on the lower level at Eppley Airfield. The main visitor center is near Old Market at 1001 Farnam St. in downtown Omaha.