SAN JUAN, Puerto Rico -- When your cruise ship pulls into Old San Juan, it's time to take a hike.

Get off for the day. You're in a fascinating area, small enough and safe enough to be explored on foot.And when you get your fill of eyeballing museums, monuments and musty old buildings, there are friendly folks around eager to tell you their stories.

One good paperback guidebook, "Insight Pocket Guides" (Houghton Mifflin), prescribes a walking tour beginning at the dock.

Turn left and walk along the broad bayfront promenade, Paseo de la Princesa. As the street turns, you leave the shore and enter city streets through the 1639 San Juan Gate.

You're near the oldest governor's mansion still used in the Western Hemisphere. You're also near a statue by Lindsay Duncan in Plazuela de La Rogitiva depicting the bishop of San Juan surrounded by three women.

It commemorates a religious procession of women, trying to look like soldiers, during the 1797 British siege of San Juan. It's said the British thought reinforcements had arrived and called off the siege. A yearly parade to the statue commemorates the power of women.

If you don't feel like walking when you get off the ship, there's a free trolley that stops near the dock every 10 minutes. It makes a rectangular circuit of Old San Juan, and the driver provides free maps.

Any time you've walked enough to wish you could sit down -- maybe on the main shopping street, Fortaleza -- you can get on the trolley and ride some more.

From the dock, the trolley goes up a hill to Castillo de San Cristobal. A fort built in 1635, it's a UNESCO World Heritage Site and a U.S. National Historic Site. (For information about tours call 1-787-729-6960.)

Next the trolley goes along the straight Calle Norzagaray on the high, northern side of Old San Juan. There's a view of the ocean and a breeze. At the other end of Norzagaray, where the trolley turns and starts descending, is Castillo de San Felipe del Morro (El Morro Fortress), the largest Spanish fortress in the Caribbean.

First started in 1539, it was restored to its historical form in 1992 to honor the 500th anniversary of the discovery of Puerto Rico by Christopher Columbus.

Disembarking from the trolley, we walked past a field where people were out flying kites in the stiff breeze. Inside the fort, we went down 77 steps to gaze at gun implacements, then down another flight of stairs to view the sleeping quarters, kitchen and arsenal.

Next we visited the nearby Iglesia de San Jose, the second-oldest church in the Western Hemisphere, and ate lunch across the street at Amadeus -- excellent. The Pablo Casals Museum, also nearby, was being renovated.

But we really had the most fun talking to people in their places of business.

A colorful dress hanging in the doorway attracted us to a boutique named Gardenias on Calle Cristo. Inside were more bright women's clothing, shawls, sarongs, and jewelry -- some made by Puerto Rican artist Mariela Cobian. On a patio in the rear were chairs for the shoppers' husbands and Maria Langston, the proprietor. She tells us she opened her shop with no retail experience "two and a half years ago, and it has been successful from the day I opened."

At age 12, she had gone with her family to New York and later became an airline flight attendant. At 52, she returned to San Juan.

(She gives a discount to cruise ship workers. "I know what it is to be part of a crew.")

The shop is a few steps from a tiny chapel, open once a week to show its ornate silver altar and crucifix. It was built in 1753, it is said, in honor of a young man whose horse miraculously stopped short of going over the precipice.

Maria Langston suggests Guillermo's Cafe Restaurant -- good and inexpensive.

Walking uphill on Calle Cristo, you come to the Cathedral of San Juan and across the street the Grand Hotel El Convento, which used to be an Our Lady of Mount Carmel convent.

Continuing, one of the shops is Magia Artefactos, where you probably will be waited on by artist Monolo Diaz. He has tiny to large three-dimensional hardwood wall hangings depicting saints, made for him in the mountains. His specialty as an artist is painting on wood, chairs, tables and shutters.

Diaz lived and worked in New York and had shows there before returning to San Juan.

An art gallery called Mora attracted our attention. Big "magical realism" paintings were on the walls. The father of the painter, whose smaller, more realistic paintings hang on another wall, says his son also has galleries in Europe and South America. He's so popular, says the father, that all but three of the paintings on view have already been sold.

We meet an elegant, multitalented woman named Jan d'Esopo -- painter, sculptor, grower of orchids, and sometimes chef. She runs a 22-room hotel, the Gallery Inn, on Norzagaray. Its "wine deck," one of four balconies, is the highest spot in Old San Juan.

Rooms are different sizes and shapes and on different levels. It's possible to get lost going from a bedroom to a reading room. In one bedroom without a window, d'Esopo has painted a window with a view.

Rooms are decorated with paintings, silkscreens, busts, masks and bas reliefs, all for sale.

"It's the only hotel in the world where you can shop from bed," d'Esopo says.

Greeting people at the door is a life-size statue of an African queen, a model for one commissioned by a mall builder in Tortola, the face modeled from a picture of his wife. Two cockatoos and a macaw enliven the front patio. In the upstairs music room, which has a balcony facing the ocean, is a grand piano digitalized to play CDs.

"One wonderful part of being in a small hotel is it collects interesting people," d'Esopo says. "Taxi drivers tell them it isn't safe to walk at night, but it is, and it's so small you can walk everyplace.

"I came here in 1961," d'Esopo says. "I had the foresight to see this property was connected. Now it's four houses put together. Every floor connects at some point.

"My father taught at Yale. His cousin came here in 1932 to teach English. Once, I visited the Virgin Islands. As an artist, I thought I'd move there from Hartford. When I visited my relative here, he said, 'Only Puerto Rico will offer you the fulfillment of life.'

"Eleven hours after I landed, July 22, 1961, I was pushing a board open in the door here. I told the realtor, 'I want this boarded-up one with a view of the ocean. This is my house.'

"I signed papers Aug. 15. I hired boys who took the rotting wood and sheets of tin out. I fixed up the space that was the safest and moved in Oct. 1 with two small children. I wouldn't have done it any other way. I have to see things done and be in the process of making decisions. I wanted to feel this place. It took a year to clear the title and get financing."

Some of the paintings on the lobby walls are of d'Esopo's second husband, equestrian Manuco Gandia. They met in San Juan. "He's at a horse show today," she says.

D'Esopo directs us down the hill to Cafe Concierto, where proprietor Carli Munoz plays jazz on a grand piano. On Sunday afternoons, sandwiches are served and musicians from cruise ships, glad to be free of playing passengers' requests, jam with Munoz until they're due back on board in the evening. On this day, it was saxophonist Bernard Daigle, 33, a classical flutist from Montreal, and drummer Warner Wilding, 26, from Austria.

Munoz plays classic jazz, theater music, blues and introspective Bill Evans tunes, sometimes with a bassist. Rest rooms are marked Duke and Ella.

Born in San Juan, Munoz at 16 went to New York for a weekend and stayed. He was in the rock group Space, which was a club's house band for a year and a half in the early 1960s.

"We were going to be the next Beatles," he says.

Munoz moved to Los Angeles and worked with Wilson Pickett, B.B. King, Jan and Dean, the Association, and Rickie Lee Jones. "From 1971 to '81 I was on tour playing piano with the Beach Boys. I was the guy they would send to find them a restaurant. I loved doing that.

"I decided I wanted to expand my musical horizon. A piece of my heart was very big in jazz. I played with Les McCann, Charles Lloyd and Paul Horn. I came back here in 1985, formed a jazz trio and played big hotels."

Then he wanted to have even more musical freedom so he opened his own restaurant, in Plazoleta Rafael Carrion near the cruise ships' docks just over a year ago.

"I did it out of my heart," he says, "to offer something everyone would really enjoy. I finished decorating and somebody mentioned, where is going to be the cash register? Oops.

"The first night, I went home to dress and when I came back and saw the line, I thought, 'What are all these people doing in my house?'"