Pop. 71,819

GPS: 39°10'N 86°31'W

Yes, Bloomington is packed to the rafters with Hoosiers (it means "a person from Indiana" in case you wondered), but they've got a lot more going for them than basketball. Cool off in one of the many limestone quarries-turned-swimming-holes, or spelunk into a cave—two unlikely benefits of Bloomington's location on the limestone escarpment of Indiana hill country. Paddle the Blue River keeping an eye out for rare hellbender salamanders along the route, or tramp through the 200,000-acre (80,937-hecctare) Hoosier National Forest. Indoors Indiana is just as impressive, thanks to Indiana University, whose theater and music programs help bolster the local arts scene.

PLAY

Indiana University's Little 500 bike race is the epitome of grassroots athleticism—Lance Armstrong called it "the coolest event I ever attended"—and reason enough to visit this quiet college town in southern Indiana's rolling hills. Open to amateurs only, the April intramural plays out in front of 20,000 screaming fans in Bloomington, as teams race one-speed Schwinns 200 laps around a quarter-mile (less than half a kilometer) cinder track. The cycling spectacle is one of a kind, and off the track, the hits keep coming. Cruise the rural roads south of Bloomington, where forests of bluebells and phlox, dozens of DIY-friendly caves, and spanking-new singletrack await.

EAT

Kick back at one of Bloomington's myriad international restaurants (the Dalai Lama's nephew owns an eatery downtown, called Snow Lion). And hoisting an Upland Brewing Company Wheat—made right around the corner—at Nick's English Hut is an absolute must (www.nicksenglishhut.com).

SLEEP