By Montana standards, BILLINGS is a big city. Its dramatic setting, bounded on its north and east sides by the 400ft crumpled sandstone cliffs of the Rimrock , certainly makes it something more than a pockmark on the prairie. The town has made an attempt to spruce itself up with the development of an attractive and quite lively row of galleries, bars and restaurants along Montana Avenue. However, scarring the west side of downtown are the tracks and warehouses of the Northern Pacific Railroad, whose president, Frederick Billings, gave the city its name.

Just north of Montana Avenue you'll find a massive selection of cowboy paraphernalia at Lou Taubert, 123 N Broadway (tel 406/245-2248), which specializes in all things Western. An enormous selection of hats, boots, shirts, jeans and jackets will make dressing up like John Wayne never look more appealing.

A couple of blocks northeast is Yellowstone Art Museum , 401 N 27th St (Tues, Wed, Fri & Sat 10am-5pm, Thurs 10am-8pm, Sun noon-5pm; $5 adults, $3 seniors, $2 children; tel 406/256-6817, ). Partly housed in the town's 1910 jail, it specializes in regional and Western exhibits, including an absorbing display of book illustrations, paintings and posters by cowboy illustrator Will James.

Billings' bus station , served by Greyhound along I-90 and I-15, and Powder River, heading north from Wyoming, is at 2501 First Ave N (tel 406/245-5116). The Dude Rancher , 415 N 29th St (tel 1-800/221-3302 or 406/259-5561; $50-75), is a reasonably-priced bright and cheerful motel with a good restaurant and coffee shop attached. Cheaper options line I-90, off exit 446, including a Super 8 at 5400 Southgate Drive (tel 406/248-8842; $50-75). Billings KOA is half a mile south of I-90 in an attractive spot beside the Yellowstone River with good shady campsites for $17. This was America's first KOA and the facilities include a store, outdoor pool, laundry and mini-golf course.

Downtown, hearty meals can be found at The Beanery Bar and Grill , 2314 Montana Ave (tel 406/896-9200), tucked inside the restored old Northern Pacific Depot. Casey's Golden Pheasant , 109 N Broadway (tel 406/256-5200), is a lively jazz and blues bar with good Cajun food. For coffee and something sweet, try Café Jones at 2712 Second Ave (tel 406/259-7676).