HAMBURG, Germany -- Hamburg is a business city going back to medieval times and right through to the present with its world-class harbor and bustling downtown filled with the companies that power Germany's media and other industries. And yet, like every German city, it is a place of Kunst und Kultur (Art and Culture). Art is highly revered in this country, though there can be quite a divide between the "High" or "Serious" and the "Low" and "Popular," as we are to discover on this journey.

Hamburg also is a rock 'n' roll city through and through. Maybe it's the sailors and dockworkers or the red light district or just the gritty, working-class vibe of the Reeperbahn environs, but Hamburg is more rock 'n' roll than any city in Germany. Berlin is the city of electronic auteurs and musical visionaries. Hamburg is the city of hard-working and hard-living bands that sweat for the crowds night after night doing their version of the old "mach Shau" ("make show") ethos.

We are in Hamburg for the 2008 edition of the Reeperbahn Festival, a new entrant into the crowded international music festival marketplace, but one that is placed in a perfect location with careful curation that ensures it shall grow and flourish even in these trying economic times. The festival is held in the historic red light district of the city in the St. Pauli neighborhood, not far from the central business district and its high-end shopping, art museums and opera house.

• Harbor City

In the harbor of Hamburg's picturesque waterfront, dubbed HafenCity, where Hitler's U-Bootbunkerwerft "Elbe II" once produced submarines, you cross a network of elevated wooden walkways and you quickly find yourself startlingly far away from the familiar comforts of pavement beneath your feet. It's a strange feeling, standing so far from the city, and above the mercurial tide waters.

Much of this architecture is restored after Operation Gomorrah ("the German Hiroshima"), the devastating Allied bombing campaign and firestorm of 1943, yet the historical activity of the docks and all who toiled there is nearly visible, their ghostly presence almost tangible. It's easy to imagine the dock houses now vibrant with galleries, businesses, restaurants, and high-priced condos, instead busy with sailors and sea merchants, beasts of burden and groaning loading docks.

More than 60 years after World War II, this whole area is undergoing major restoration and redevelopment. The industrial look will remain, but married to it will be Kunst und Kultur, highlighted by the development of the new Elbe Philharmonic Hall. By 2011, the entrance to the HafenCity from the harbor will be crowned by a spectacular new multi-use facility with a gigantic crystalline-appearing top that will house the city's orchestra and jazz and pop concerts, as well as a hotel and luxury residences. Meanwhile out in that frantically busy harbor, the German-language version of "The Lion King" plays at a floating musical theatre. Even in the water, "Serious Music" and pop music shall sit side by side.

• Hamburg's Reeperbahn Festival

The Reeperbahn Festival is, in sum, the European South by Southwest (SXSW), but with world-class shopping nearby in the central business district, fine dining, art museums and clean bathrooms. We experience the Red Light district in the St. Pauli neighborhood the very evening of our arrival, and to our sleep-deprived, jet-lagged brains, it is lovely, all lit up at night.

Imagine three nights in late September devoted to 150 bands playing on 20 stages.

Indeed, the Reeperbahn Festival is intense. In addition to the natives, bands come from the parts of the UK, Scandinavia, North and South America, Western and Southern Europe, Africa and Asia. As if to bolster the cross-cultural offerings during the rich fall season, Hamburg happened to be running its annual Filmfest Hamburg concurrent to this large and growing music festival.

For pop cultural travelers, Hamburg is a scintillating place to be in late September, and it's easy to get around the interior of the city, where all these activities take place, via foot or train.

At night the fall air is cool but electrifying. The Reeperbahn is colorful and welcoming. A center meridian holds two outdoor stages. Merchants sell wurst and beer out of brightly lit kiosks.

Ultimately, the real charm of this festival is the simultaneous tight focus and genre variety. Within a small geographic area, you can go from indie to soul to Britpop to emo and discover new European artists across a broad range of styles. We hope the organizers keep the festival at its current size and don't feel the urge to expand to the size of a SXSW. As it is, it's quite possible to visit many of the clubs in a given night and sample all sorts of sounds.

• Adventures with the Beatles

We stand outside the faded venues where the Beatles once were, hear stories of their ventures, and gaze at photographs our tour guide (www.myspace.com/stefaniehempel) carries in a shoulder bag next to her ukulele. We stroll down the Grosse Freiheit past a series of clubs where the Beatles honed their performing chops and developed their signature sound and look.

They may have met in Liverpool and grown up schooled in skiffle, early American rock 'n' roll and British vaudeville tunes, but Hamburg is where they endured punishing nightly 12-hour performing marathons that turned them into real musicians. It's also where original bassist Stuart Sutcliffe met Astrid Kircherr, and their classic mop-top hair cut made its debut. This is also the neighborhood of St.Pauli, a bohemian artistic area going way back, and so the residential vicinity around the Reeperbahn is quite colorful and full of lots of interesting nooks and crannies.

Along the Reeperbahn at a "Western" store, the Beatles discovered their Cuban boots and leather jackets, while down on the Grosse Freiheit, they played at the Indra Club, Kaiserkeller and the Star Club. You can't miss the entrance to the Grosse Freiheit these days, as it's marked by a Beatles square with hollow, metal Beatles figures that you can stand inside for the requisite photograph. This is the first step on the part of some local Hamburg musicians to develop a more robust effort at Beatles commemoration in this town and remind the world about Hamburg's role in the refinement of the "beat" sound of the 1960s.

• Where the light burns red, another burns blue

Right across the Reeperbahn from hipster haven, er, the Neidklub, an operetta is letting out. From the TUI Operettenhaus middle-aged and elderly "blue hairs" spill out onto the Reeperbahn sidewalk, directly into the buses waiting just for them. A German friend tells us his mother would never come to the Reeperbahn until they opened the German-language operettas. Now she comes frequently. Notably, this crowd doesn't stroll down the Reeperbahn after this evening's show lets out, but rather, they head directly for the buses awaiting them.

We've enjoyed the pop, and now it's time for the other side of the German cultural equation. We're craving music from the other end of the artistic spectrum, which we naturally find at the Hamburg State Opera in the form of Giuseppe Verdi's "Simon Boccanegra." The opera season is deliciously long in Germany and Hamburg is no exception. It's quite possible at most times of the year to find an opera or symphony performance to attend, often many in just a short time period.

On this night, we pass a pretzel vendor outside the opera house steps; a line is forming at her portable pretzel stand. Our fellow operagoers at the nearly full house are primarily middle-aged and elderly, of course, but there is a healthy sprinkling of young adults, too; couples, it seems, on a date. We realize that the elders in our midst were kids or teenagers during the Second World War. What have these people lived through, we wonder? These are suitable thoughts for this opera, one of the darkest in Verdi's esteemed canon and given compelling treatment by this fine opera company.

Another day and we are traversing the hallowed halls of the Kunsthalle and Gallery of Contemporary Art, Hamburg's premier art museum with its bevy of Caspar David Friedrich paintings in a single room, including the iconic "The Wanderer Above the Sea of Fog." The Kunsthalle is smaller than the National Gallery in London and at Metropolitan Museum of Art in New York, but it's a carefully curated collection and anyone with even a passing interest in German cultural history will find it well worth an afternoon. Hamburg is home to 45 museums, including a very well-regarded House of Photography.

• A green city

Hamburg is a city state, but instead of being a towering metropolis like New York, it's a comfortable, human-sized city of tight-knit neighborhoods and lots of trees. Thus, it is green and chock full of low-rise buildings, which makes for pleasant walking. Unlike most American urbanites, many Germans prefer to bicycle about, and so the roads are not as congested.

Bicycle paths are delineated by a red stone pathway on the wide sidewalks safe from automobile traffic, their boundaries understood by pedestrians. Autos, scooters, bikes and pedestrian traffic intermingle seamlessly. People will drive fast, but not aggressively nary a horn did honk, a tire did skid, a driver was heard cursing out his window during our visit.

We can head for the weekly flea market and the trendy boutiques in the Karoviertel at St. Pauli, but instead, we veer off to find the Rathaus (Hamburg City Hall), a beautiful combination of Italian and northern German Renaissance architecture. Within walking distance of the Rathaus, wealthy tourists and comfortable locals stroll through the posh Europapassage and Jungfernstieg shopping areas, eyeing the latest from high-end designers. Outdoor cafes are crowded on this cool, sunny day and in typical German style, those lucky enough to snag a table are encouraged to linger, to indulge in a bit of Gemutlichkeit.

• Knocking at the doors of history

The BallinStadt: Port of Dreams Emigrant World Hamburg is off the beaten track, but accessible by bus and train, and well worth the effort. The museum is housed in two remaining "Emigrants' Halls" where immigrants, many of them economic refugees from Central Europe, were processed. The exhibit is deceptively simple in its presentation, but a compelling piece of social history.

The story of Albert Ballin, who saw a need for safe clean shelter, food and medical care for immigrants, is dovetailed by his creation of the first luxury cruise ship. From safe passage to luxurious transit, Ballin's vision of what could be done for travelers of all stripes is a wonderful story. The stories of people who passed through these doors will absorb one's entire afternoon and resonate long after, especially for so many Americans whose ancestors came through the port of Hamburg on their way to America. So much of what the American people and their history are comprised of can be traced to this very place.

• It ain't just fish in this town

That evening we dine at the very popular Cooper House. The buffet is generous and classy, drawing from a wide range of quality Asian cuisine. We are surrounded by good-looking, wealthy people with healthy appetites. Next day we lunch at Riverkasematten, a smart, stylish restaurant within walking distance of the harbor. We top off lunch with a bone-warming, large cup of delicious Milchkaffee (like a cafe au lait), an everyday staple for Germans but an absolute treat to Americans, who suffer from inferior coffee.

The Hamburger Fischmarkt along the harbor front is very popular (and has been for more than 300 years), as the squeeze-through crowd attests. Locals are busy stocking up on fruits vegetables and flowers, their heavy baskets hooked on their arms, jostling others in the crowd. An array of wurst hang from strings affixed to moveable wagons, taunting those of us who have not eaten, yet. Many types of smoked fish are within reach. Markets such as these are a tease for visitors, who can only envy the locals their fresh Sunday feast.

Our breakfast is in a building at one end of the fish market with open windows facing the water and a dock where one can stand over the water, have a smoke and watch the boats go by. The building, about 100 years old, is the old fish auction hall. It was used for the fish market until 1940, then renovated to what now is a beer hall, really, that just happens to be open for a Sunday brunch a brunch quite unlike any we've experienced, before.

You can pay for a buffet and dine upstairs (a smaller version of the traditional German breakfast experienced at our hotel), but let it be known that this is not a place to relax and have a conversation. In this huge, open room the sound of a dropped fork would resonate -- if it could be heard above the raucous band downstairs.

• Last hours in a rock 'n' roll town

It seems no matter one's budget, a visitor's desire for Kunst und Kultur can be met in Hamburg. You won't find Bierstuben (beer gardens) here as in Southern Germany, nor the plethora of cafes as Berlin is famous for. Hamburg's restaurants tend to be fast or fancy, with little in-between. But you will find beauty and culture, High and Low, virtually everywhere your feet can take you.

Our final dinner is at COX, just a short walk from our hotel. Its high ceilings accommodate a large mirror, and handsome bar, and the colors invoke a cozy feeling on chilly night. The setting rather reminds us of some interiors we've seen in Helsinki restaurants, especially from the outside at night, looking in to warmly lit, inviting spaces. The entrees are rich, the desserts richer. We linger and converse with our new friends for hours, as one is invited to do in German restaurants and coffee houses. A chilly drizzle accompanies our quiet walk back to the hotel.

All the while during our stay, we catch snippets of CNN news back at the hotel. The forecast for the world's financial markets grow dimmer. A German friend tells us that German banks invested deeply in Lehman Brothers. Worries about stocks and global markets grow, and we are reminded of another time when fears of financial calamity were spread the world over, a mere 60 years ago. At the nearby Hauptbahnhof we catch an inter-city train for the comfortable ride to Berlin, where history will shadow our every step.

RESTAURANTS:

• Cafe FEES (www.fees-hamburg.de)

• Copper House (www.copperhouse.de)

• COX (www.restaurant-cox.de)

• Restaurant Elbwerk (www.elbwerk-hamburg.de)

• Riverkasematten (www.river-kasematten.de)