WESTMINSTER. Don't miss this one ­ the Butterfly Pavilion and Insect Center was the first stand-alone insect zoo in the country, and it's awesome! The main exhibit, a 7000-square foot tropical conservatory, has about 1200 free-flying butterflies from around the world, plus hundreds of different plants, birds, turtles, frogs and fish. It's an entire ecosystem. Other sights include the Crawl-A-See-'Em, home to all sorts of unique arthropods like tarantulas, walking sticks, scorpions and giant millipedes. The Water's Edge is a touch tank full of marine invertebrates, and Shrunk is an interactive display where humans are bug-sized and the bugs are HUGE! There's also a nature trail and lots of wildlife to see.

CITY PARK. The Denver Zoo, as it currently exists, arose from humble beginnings ­ the gift, in 1896, of a young black bear to the mayor. From this small start, the zoo has mushroomed into an 80-acre refuge housing approximately 4000 animals. Habitats that mimic in-the-wild conditions shelter animal residents, who include great cats, primates, reptiles, birds, elephants, fish, and no small number of endangered species. A painting rhino is one of the zoo's unusual denizens. The facility has also gained fame for its conservation efforts.