Uptown, Fredericksburg.

Where tourist herds have yet to tread.

1. Despite being a new kid on the block (its owners have been in the business o’ pie for a wee sliver of one and a half years), the Fredericksburg Pie Company has quite the fan base. And it’s no wonder. These made-fresh-daily treats are to die for (our favorite: the strawberry, for $3.75 a slice). Don’t be surprised to find a premature Closed sign on the door, though. The pies have been known to disappear before the day’s end. 509 W. Main, 830-990-6992

2. Touching. Tasting. Sitting. Swiveling. All are allowed—and encouraged—at Amish Market , where the handiwork extends from butter “churned like your great-great- great-grandma would” to beds, dressers, and outdoor furniture (just try to peel yourself out of the rockin’ Adirondack chairs). And if you’re on your best behavior, you might just get to hop a seat in the old-world buggy that resides out front. 410 W. Main, 830-990-2977

3. Think Fredericksburg caters only to fuddy-duddy antiques hounds? Think again. The vibrant and funky Local Color Art Gallery showcases the modern-day stylings of an assortment of Hill Country artistes, whose media range from crayon and oil paint to glass and found electrical parts. Best of all, there’s not a Thomas Kinkade in the bunch. 406 W. Main, 830-990-4552

4. It’s no surprise that Cuvee is considering a second location, in Austin or San Antonio. With its weekly changing menu (from which you can sample the likes of rabbit-and-wild-mushroom ravioli) and limestone-meets-dark-wood intimacy, the bistro–wine bar already has a city sensibility. Can’t make it for dinner? Swing by the market in back for fresh breads, cheeses, pâtés, and whatever else the kitchen is dishing up that day. 342 W. Main, 830-990-1600

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5. As the Willy Wonka of Uptown (sans the impish orange men), Lecia Duke is a master chocolatier, filling the antique glass cases of Chocolat with such wonders as Kahlúa truffles and macadamia-blueberry clusters. But the undeniable specialty of this chocolate factory is the liquid-center chocolates, poppable shots with an oozy filling of liqueur. Top sellers are the Tequila Almendrado and the Sam Houston bourbon. 330 W. Main, 830-990-9382

6. Yes, the high-ceilinged Hondo’s is named for that Hondo (Crouch’s youngest daughter, Cris Graham, is the proprietor, after all). And on most nights at this live-music house you can catch a Texas singer-songwriter on stage, à la Luckenbach. But before the main act, there are burgers and cheese fries to eat, games of Connect Four to play, and Hondo’s Hot Shots (sugar-rimmed jalapeños filled with tequila) to shoot. 312 W. Main, 830-997-1633

7. Long ago, Darlene Marwitz came down with a severe case of Italy fever. Evidence: a book, which she (not surprisingly) titled Italy Fever, and Villa Texas , which she stocks with Italian furnishings, linens, bath and body beautifiers, and a copy or two of Under the Tuscan Sun. The Villa’s main attraction, however, is its lavender market, where the aromatic flower is sold in its many fresh, dried, and lotionized incarnations. 234 W. Main, 830-997-1068

8. Just a block behind all the shopping and feasting are Austin Street Retreat ’s five bungalows, cozy hideaways that practically demand unwinding. From the whirlpool-for-two in Annie’s Cabin to the private terrace complete with rock fountain at El Jefe’s, these properties are an upscale twist on the classic B&B. 406–412 W. Austin (reservations and key pickup through Gästehaus Schmidt, 830-997-5612)

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