the wonder of this continent's most romantic city...Venice. Thanks for joining us.

Venice, more than any other European city, has a seductive charm. There's no place like

it. For centuries it was nicknamed La Serenissima, the most serene place-and you're

about to see why.

In this first of two episodes on Venice, we'll sample the splendor of the Doge in his palace,

take a pilgrimage to St. Mark's Basilica, see some famous horses, enjoy a grand but

noisy view, feast on Venetian treats, get a splash of modern art,

be dazzled by masterpieces

of the Venetian Renaissance, and get intimate with the city of Casanova...on a gondola.

Located in Italy at the north end of the Adriatic Sea is Venice. It's a fish-shaped island connected

to the mainland by a long causeway. Its main drag-the Grand Canal-starts at the fish's

mouth and winds through the center. Everything we'll see is within a ten-minute walk of the

Rialto Bridge and St. Mark's Square.

Venice, more than any other city, is the place to get out early and stay out late-to be swept

away. On every square is a surprise and around each corner is an excuse to savor the unique

charms of the city. But all the magic sits on a practical foundation of political and

economic might.

With mountains of capital, plenty of traders with ready ships, and an awesome military,

Venice was a commercial powerhouse-among the six biggest cities in Europe. At its peak,

in the early 15th century, of its 180,000 citizens, nearly 1,000 were fabulously wealthy.

The city's ceremonial front door was unfortified and faced the sea: two mighty columns welcome

you to a power without equal and the most exquisite downtown imaginable in its day.

The winged lion is the symbol of Mark, the patron saint of Venice.

This was the Venetian Republic's religious and political center: St. Mark's Square, or

Piazza San Marco, with the Basilica of St. Mark and the Doge's Palace.

The Doge's Palace-the ruling center and residence of Venice's duke-was built to show off the

power and wealth of the republic and to remind visitors that Venice was number one. Its lacy

exterior, a distinct blend of east and west, is Venetian Gothic.

For four centuries, this was the most powerful piece of real estate in Europe. The sprawling

palace is a maze of richly decorated rooms. Here in the doge's lavish apartment, a map

illustrates the reach of the Venetian maritime empire-which stretched across most of the

eastern Mediterranean.

While it didn't have vast land holdings, Venice was a mighty trading empire-built upon a network

of ports and a mastery of the sea. The city was driven by an interest in dominating Mediterranean

trade. And, until the 16th century after explorers like Vasco da Gama and Columbus opened up

the world leaving Venice stuck in a geographic hole, Venice did dominate.

Here in the Senate Hall, nobles gathered to address their colleagues, debate, and pass

laws. Glorious paintings throughout the palace reminded Venetians of their heritage and divinely

ordained greatness.

Tintoretto's "Triumph of Venice" shows the city-always represented blond and virtuous-in

heaven among the Greek Gods, receiving the wealth of the sea.

The Doge was something of an elected king-which only makes sense in an aristocratic republic

like Venice. Technically, he was a noble selected by other nobles to oversee the carrying out

of their laws and decisions. There were 120 Doges over 1100 years.

The vast Hall of the Great Council could host a meeting of 2,500 nobles. Tintoretto's monsterpiece,

Paradise-the largest oil painting anywhere-reminded lawmakers that making wise decisions would

ultimately put you in the company of 500 saints.

And for further encouragement, the famous Bridge of Sighs led directly from the palace

to its infamous prison. According to the romantic legend, gazing out the window, prisoners tried

to enjoy their last view of Venetian beauty, sighed...and were taken to their cell.

Opponents of the government were dealt with swiftly and decisively. This prison-with discouraging

bars-held commoners and nobles alike.

The great Venetian rogue Casanova did time here. While this prison was considered relatively

comfortable in its day, wasting away in here, with so much beauty so close, must have been

a particularly cruel punishment.

The palace kept an armory on display-an intentionally intimidating array of weaponry designed to

dishearten potential adversaries. Along with a powerful collection of weapons-state of

the art in its day, it comes with some fun curiosities: tiny crossbows, thumbscrews,

and a particularly effective chastity belt.

Along with economic might, the splendor of Venice was built upon a foundation of military

power. Its formidable navy saw lots of action.

Nearby stand the imposing gates of the Arsenal-Europe's first great military industrial complex. The

Republic's fortified shipyard, with 3,000 workers using an early form of assembly line

production and standardized parts, could produce one warship a day.

The Arsenal put the "fear of Venice" into visiting rulers. When the king of France came

to town, he was taken here for a humbling spectacle: the creation of an entire warship

before his very eyes.

Then, after a quick glide down this canal, the vessel was completely outfitted and ready

to bolster Venetian dominance of the Mediterranean.

Power in Venice also came from some ancient bones. To gain religious importance and a

kind of legitimacy, the Venetians needed some important relics. According to legend, St.

Mark actually traveled here, personally bringing Christianity to the region. His bones would

be perfect.

So, in 828, Venetian merchants smuggled Mark's remains out of Egypt and into the church-shown

here as it looked in the 13th century. Mark-looking pretty grumpy after the long voyage-became

the city's patron saint and his symbol-the winged lion-became the symbol of Venice.

The grand church of St. Mark's was built in a distinctly Eastern style. Its domes and

elaborate exterior remind us of Venice's close ties with the Greek, Byzantine, and Muslim

worlds.

The basilica is decorated with a ragtag assortment of miss-matched columns and statues from different

eras, much of it pillaged from Venice's rivals. The style? I'd call it "early ransack."

These four guys are a favorite of mine. It's an ancient Roman statue carved of precious

purple porphyry stone-symbolic of power-pillaged from far away-probably Constantinople, and

placed here proudly as spoils of war.

Of all the loot ornamenting the church, its grandest prize is a set of horses, which for

centuries looked out over the square. While these are copies, the originals are inside.

These much-coveted and exquisitely cast bronze horses are a trophy befitting the city's power.

And talk about well-traveled: According to legend, they were cast for Alexander the Great

in the 4th century BC, taken by Nero to Rome, then brought by Constantine to his new capital

in the East...Constantinople. Later the Venetians grabbed them, only to have Napoleon swipe

them to decorate an arch in Paris. Today, they're back in what Venetians believe is

their rightful home.

The church is covered with glass and gold mosaics. And, in good medieval style, they

come with religious lessons. The entrance hall-features an elaborate and cohesive series

of Old Testament scenes.

The creation dome tells the story of Genesis with Adam and Eve and the original sin. In

a scene by scene story board, we see Adam lonely in the garden, the creation of Eve,

and then trouble: from apple to fig leaf to banishment.

The interior of the basilica glitters with its gold leaf mosaic work. The remains of

St. Mark lie beneath the high altar. The Pala d'Oro or Golden Altarpiece is a medieval masterpiece.

Its stunning golden wall of 250 painted enamels features prophets and saints, and, at its

center: Jesus, as Ruler of the Cosmos.

All this precious art is carefully maintained in the church's mosaic workshop. As they've

done for a thousand years, artisans here are patiently restoring a damaged piece of mosaic.

They're cleaning and resetting old stones and cutting new ones as necessary-all according

to the exact medieval original.

St. Mark's bell tower-or campanile-soars 300 feet over the square. A tower has stood here,

like an exclamation point, proclaiming the power and greatness of the Venetian empire

for 1200 years.

Today an elevator zips you effortlessly to the top to enjoy a commanding view. From here,

you can see how Venice is an island lying in the center of a vast lagoon. Surveying

the domes and towers of the city's skyline, it's amazing to think it all sits on a foundation

of pilings...millions of tree trunks driven deep into the clay.

For an ear-shattering experience, be here on the top of the hour.

About 25 miles of canals crisscross the city, flowing like streams into the Grand Canal.

The city is actually a car-free maze of about 100 islands-laced together by several hundred

bridges and a vast web of alleys and canal side walkways. With a shrinking population

and in a state of elegant decay, Venice survives on the artificial respirator of tourism.

Survey the city by cruising the Grand Canal on a boat called a vaporetto. These work like

city buses except that they never get a flat, the stops are docks, and if you get off between

stops, you may drown.

Joy riding through the town is one of Europe's unforgettable treats. Boats come every few

minutes so you can hop on and off along the way.

The city's main thoroughfare is busy with traffic. With water taxis, police boats, delivery

boats, post boats and over 400 gondoliers all navigating around the churning vaporetti,

there's a lot of congestion on the Grand Canal.

Where the Grand Canal opens up into the lagoon stands one of Venice's most distinctive landmarks,

the church dedicated to Santa Maria della Salute, our lady of health.

Plagues decimated communities throughout Europe. They were a huge concern. Entire cities would

make great and desperate deals with God if he'd spare them from the dreaded disease.

While lots of towns built plague monuments, Venice built this entire church in hopes of

surviving the disease that hit in 1630, and in just 14 months killed a third of its people.

Stepping into La Salute, the glorious architecture-a round dome atop a hexagonal base-makes the

relatively small church seem bigger than it is. And the theme is made clear at the high

altar: The Virgin Mary is approached for help by a humble Lady Venice. Mary then sends an

angel baby to drive away Old Lady Plague.

For a break from sightseeing and a fun meal, explore the back lanes, and pop into a bar

serving cicchetti, uniquely Venetian hors d'oeuvres. This is a great way to try a variety

of dishes. With a good regional wine in a rustic setting you can eat cheaply and make

new friends or enjoy old ones. Allesandro is joining us to give our nibbles some meaning...

Rick: So, what is cicchetti? Allesandro: It is a small bite, you know,

that you normally have when you have a glass of wine with a friend.

Rick: It can make a small meal. Allesandro: If you keep going for three, four

bars, yes.

Because you can't drive a car in Venice it's perfectly suited to bar hopping like this.

Allesandro: This is cicchetto....a little thing that you grab with the hand that's to

be finger food. Rick: Eat with your fingers, with your wine.

Allesandro: With your finger, with your wine, yeah. You help yourself, one for you, one

for me, a little for you, a little for me, and they try you see, look yeah.

Rick: Good one.

Allesandro says it's alright to just point at what you want, but your selection will

be limited to what's fresh from the market that day.

Allesandro: When you come here to the bar you have to order what they find in the market

in the morning, has to be fresh. Rick: So this is representative of what Francisco

found in the market good this morning. Allesandro: Yes, yes, to find in the market

in the morning.

Eating cicchetti is a tasty opportunity to try something new and unusual.

Allesandro: This, this one they are cooked in the oven. You grab it, they sell it from

the tail- Rick: By the tail.

Allesandro: By the tail and you eat it, just you want, they are fantastic...These are fantastic.

Rick: Oh, that's an explosion of taste!

But don't forget, according to Allesandro, you only eat cicchetti so you can have more

of the main course....wine.

Because of its former wealth, Venice is a city of palaces. The most lavish face the

Grand Canal. Enjoying the views from a vaporetto is the best way to really appreciate the front

doors of this historic chorus line of mansions, most from the 14th and 15th centuries.

Palaces like these are reminders that Venetian merchants amassed lots of capital. With clever

alliances and aggressive trade policies, for Venice, the eastern Mediterranean was a virtual

free trade zone.

As Venetian nobles traded their way into fabulous wealth, they built luxurious palaces like

this one which has been owned by the Pisani family for nearly 400 years. Their counterparts

on the mainland had to fortify their places with heavy stone and tall towers. But, with

their natural lagoon defenses, Venetian palazzos could be sumptuous rather than fortified.

A palace served all the family's needs -import/export warehouse at water level, business offices

above that, and plush living quarters above that- all under one roof.

The goods-in the case of this family: furs, salt, cotton and coffee-came off ships through

this loading dock.

Today many former palazzos survive as hotels. While there are a number of luxurious hotels

in town, my favorites are the smaller, family-run ones-which combine historic character, a warm

and friendly welcome and plenty of travel tips.

At this hotel, I'm splurging to enjoy that prince for a day feeling in the lounge, a

bedroom with all the comforts, and a view of the Grand Canal from its terrace.

Venice is a great place to fall in love, enjoy a honeymoon...or a special anniversary. Visiting

here, many feel that they're experiencing beauty, people, and even life itself at a

more intense level.

The Grand Canal cuts Venice in half and has only four bridges. The grandest of these is