In 1864 a party of disheartened prospectors working over the present site of HELENA , more or less halfway between Yellowstone and Glacier, decided to have one final dig along a likely-looking ravine - and struck lucky on what is now Last Chance Gulch , the town's attractive main street. More than $20 million of gold was extracted, but Helena retained an orderly appearance, set neatly at the foot of two rounded mountains with a fine view over the golden-brown Prickly Pear Valley . Over fifty successful prospectors remained here as millionaires, and their palatial residences still enhance the west side of town. Hollywood star Gary Cooper was born and brought up in this quintessentially Western town; actress Myrna Loy also lived here as a child, and is commemorated by the Myrna Loy Center for the Performing Arts at 15 N Ewing St (tel 406/443-0287).

Inside the massive Neoclassical State Capitol , atop a small hill surrounded by lawns at Sixth and Montana avenues, huge murals by "cowboy artist" C. M. Russell depict scenes from Montana's history (daily 8am-6pm; free). You can see more of his work at the excellent Montana Historical Society Museum , 225 N Roberts (June-Aug Mon-Fri 8am-6pm, Sat & Sun 9am-5pm; rest of year Mon-Fri 8am-5pm, Sat 9am-5pm; free), as well as early photographs of pioneer life. The majestic red-tiled spires of the Cathedral of St Helena rise 230ft at 530 N Ewing St; elaborate Bavarian stained glass, white-marble altars and gold leaf decorate the interior. Also worth a visit is the Holter Museum of Art , 12 E Lawrence St (June-Sept Mon-Sat 10am-5pm, Sun noon-5pm; Oct-May Tue-Fri 11.30am-5pm, Sat & Sun noon-5pm; free), which exhibits painting, sculpture, photography and ceramics. West of downtown, the Archie Bray Foundation , 2915 Country Club Ave (tel 406/443-3502), hosts world-renowned ceramic artists who hone their craft while you watch.