FREDRIKSTAD, Norway -- When I was growing up in the 1950s, it was simply referred to as Gamlebyen, or Old Town. It was a neglected and mostly forgotten fortress town across the water from the Norwegian seaport of Fredrikstad at the mouth of the Glomma River near the Swedish border.

Although it had seen days of glory in the 17th and 18th centuries, its significance diminished after a new town developed on the other side of the river. In addition to a couple of shabby cafes and two small grocery stores, there was a dime store, a post office, a modest hardware store, a pharmacy and a liquor store. There wasn't much else except for numerous quaint but faded wooden houses and a looming mass of brick and stone storage buildings.

Our family lived on a farm nearby, and in the summer we brought stale bread to feed the ducks that flocked to the extensive moat that still surrounds the town. Covered by water lilies, it was too murky for swimming, and a deep trench in the middle prevented us from wading across -- as it had prevented the enemy from crossing 400 years earlier.

In winter, the moat was perfect for ice skating, and, oblivious to the town's long history, we glided along the frost and snow-covered ramparts and under the old wooden drawbridge.

Until 2002, it was a garrison town for hundreds of soldiers. Battalions of stern-looking young men in olive drab and heavy boots constantly marched through the narrow cobblestone streets, their footsteps echoing far and wide.

It was certainly not inhabited by Fredrikstad's fashionable people. Perennial drunkards and derelicts often lay in a stupor along the old ramparts, and among them soldiers and their girlfriends tried to find a quiet spot to make out.

What a change to come home again and find the town completely restored to its historical grandeur. The once scruffy wooden houses now sport new windows and fresh paint in historically correct colors. Streams of tourists trail behind official red-caped guides who pass out brochures announcing that the town is an obligatory stop on the way from Sweden to Norway and is indeed listed as the best preserved fortified town in northern Europe.

Even more surprisingly, today's 350 or so inhabitants are trendsetters, including designers, painters, sculptors, writers and other artists who have converted many of the houses into workshops and galleries.

Five hundred meters east of the town stands an imposing fortress built in 1680, replete with underground passages and 20 mounted cannons, all restored as well. At one time, the fortress alone housed a garrison of 150 men, and a covered road flanked by massive earthen walls linked the fortress to the town and provided an escape when the town was attacked, as it was repeatedly -- by none other than the archenemy at the time, the Swedes.

Once a year, at the beginning of summer, skirmishes with the now-friendly neighbor are re-enacted with sumptuous costumes and a flurry of parades and shows, culminating in a raging mock battle. Victory is declared when the last Swede finally goes home.

Full of funny anecdotes, my brother, a part-time actor who still lives on the family farm, has on many occasions served as the town's official guide. He took me on a tour and refreshed my memory of how it used to be, reciting from his scripted presentation the various battles that took place here and the different kings and other dignitaries who visited.

We started out at the market square, where an imposing statue of the Danish-Norwegian King Frederik II -- who founded the town in 1567 -- keeps a watchful eye over his people. The statue is a bit askew, my brother pointed out, because, as people still joke, the old king was fond of a drink or three.

Inaugurated in 1788 and overlooking the square are the infantry barracks, converted from military quarters to house a school and offices. They were built with the calendar in mind, with four entrances representing the four seasons, 12 chimneys to represent the 12 months, and 52 rooms, one for each week of the year.

There are also 365 windows -- one for each day of the year -- and each window has 24 panels for the hours in the day. Finally, there are 60 doors, one for every minute of the hour.

On the opposite side of the square behind the pillory post stands the Dunkejon House, named after a shop owner by the name of Jon who sold liquor from iron barrels called "dunker" in Norwegian.

A short walk along a cobblestone, pedestrian-only lane took us past an old stately church which, to my surprise, seats as many as 650 people. It was first built in the 1500s, but with so much timber around, the town has on several occasions been ravaged by fire, and the church has been rebuilt six times, the last time in 1779.

Only the church bells have survived from the original building. The church is now shaded by tall oak trees and topped by lofty spires that almost reach to the heavens.

Next to the church is the old arsenal, at one time the largest building in Norway. Now converted into a museum and gift shop, it encircles an enormous courtyard where local theater groups stage outdoor performances.

Nearby is the Slave House, used to house convicts sentenced to hard labor. The inside is still damp, dark and uninviting.

Ambling north along the river you'll pass the King's Gateway, which provided dignitaries access to the town from the dock. Continue past two other gateways to the river before circling east to the moat and drawbridge.

The moat, which is higher than the river and dammed up at each end, is still covered with water lilies, and children still feed the ducks. And although a modern road now cuts through the moat, at one time the town was only accessible by drawbridge.

About 30 soldiers were required to raise the bridge at dusk and lower it at dawn. The bridge is still there, but because it's built of wood it has burned and been rebuilt many times.

A monogrammed old gateway leads into town, while the guardhouse outside the bridge has been converted to a glassblowers' hut where beautiful hand-blown glassware is on display, ranging from gorgeous wine glasses to colorful bowls and plates. But bring your credit card -- the prices are high.

There are ample opportunities to attend cultural events and to buy souvenirs. The old Drill Hall and riding school is now a concert hall, and the corner building that once housed a grocery store now sells designer clothes.

Other shops sell fine art and various decorative items. Especially attractive is the sleek silver jewelry, set with local quartz, granite and other stones, but again the prices are high.

There are bargains, too. Every Saturday the market square is transformed into a flea market where you can find embroidered table cloths, bedspreads and other handmade items as well as old silver and porcelain. True, some of the fine dishes are chipped, but visitors looking for antiques can find reasonably priced historical pieces here.

The ramparts have been modified to accommodate a narrow footpath along the moat. In the summertime it provides a serene and peaceful trail for an evening stroll -- a perfect time to reflect on our changing world.

IF YOU GO

GETTING THERE: Old Town Fredrikstad is located about60 miles south of Oslo and 20 miles from the Swedish border. It's about six miles off E6, the main thoroughfare from Copenhagen, Denmark, through south-western Sweden to Oslo. Express trains between Copenhagen and Oslo also stop at the Fredrikstad train station on the west side of the river. A ferry a few minutes' walk from the train station will take you to Old Town on the east side.

TOUR: To take the Old Town tour described in the story, e-mail guide Thor Haugsten at the Fredrikstad Historical Society: fortidsminneforeningen@plankebyen.net.

LODGING: Accommodations vary. Gamlebyen Pensjonat is a small, rustic hotel with 25 rooms at about $100 a night for a double. Communal bathrooms are down the hall. Standard double room at the new luxurious Radisson SAS Hotel on the other side of the river start at approximately $230 a night.

INFORMATION: Fredrikstad Tourist Information, Toihusgaten 41, 1632 Gamle Fredrikstad. Phone: (011-47-69) 30-46-00. Email: turistkontoret@opplevfredrikstad.com.