Certain words get used so much they can cease to mean anything at all. "Fun" comes to mind. So does "cool." And "eclectic."

But when you're talking about shopping on Main Street in Ellicott City, it's impossible not to dust off these adjectives and use them in earnest.

Ellicott City, which was founded in 1772, offers visitors a wonderful mix of old and new. It is the kind of place where it's not unusual to find everything from Pez dispensers and Mickey Mouse lunchboxes to Qing Dynasty red elm trunks and Edwardian lace blouses.

And that's just inside one store.

STARRY NIGHT ANTIQUES, 8006 MAIN ST., 410-480-2970

"Don't mind the sleeping lady in the dressing room," store owner Susan Starr calls out to a shopper examining a beaded cardigan inside her quirky antique shop. "That's just my mom." In addition to finding stately sideboards, oak rockers and Starr's mom, shoppers at Starry Night will encounter Nonpareil, a store within a store that sells clothing from the '40s, '50s and '60s that's elegant, hip and displayed with a feeling of fun and fashion. That's Cary Grant smirking beside a display of silk neckties and Liz Taylor doing that sultry thing behind a collection of lacy underthings.

DON'T MISS: A box of Vicky Victory Bobbie Pins from the '40s ($4.50) may be just the thing to inspire swing dancing lessons.

THE FORGET-ME-NOT FACTORY, 8044 MAIN ST., 410-465-7355

If it glitters, this store sells it. Owner Nancy Gibson and her mother, Janet Vanderlipp, started this whimsical business making and selling pillows out of Victorian lace nearly two decades ago. When they realized that pillows decorated with cherubs sold best, they expanded their fairy and angel wares to include magic wands, butterfly wings, feather boas, holiday ornaments, greeting cards, jewelry and decoupage furniture.

DON'T MISS: The Bubbleman. Every sunny weekend you'll find Barry Gibson, the owner's husband, out in front of the store dressed in shiny pants and a hat and blowing giant soap bubbles. It is indeed a sight to behold.

MARGARET SMITH GALLERY, 8090 MAIN ST., 410-461-0870

Act just like a 7-year-old at this airy gallery and no one will mind. After all, this is a place where original animation art from "Winnie the Pooh" and "Sleeping Beauty" share wall space with work by such artists as Joseph Craig English and Alice Webb. Watch a cartoon or two, then admire the magic of artists who drew 24 cels for every second of animation we see on the screen.

DON'T MISS: Bring home a production cel of Homer Simpson drooling over some chorus girls from "The Simpsons" ($575).

RUGS TO RICHES, 8095 MAIN ST., 410-750-8767

Precious picture frames and clay oil jugs, needlepoint pillows of Great Danes in three-piece suits and $1,200 weathered mantles, painted tin mirrors and, yes, rugs are just some of the items for sale at Lesley Meilman's eclectic home furnishings and gift store. Many items are new, but some, like a wall sconce crafted from an old heating grate, give life to old objects.

DON'T MISS: Coat racks crafted from antique doorknobs ($65) are a fresh take on an old standby.

TAYLOR'S ANTIQUE MALL, 8197 MAIN ST., 410-465-4444

The neon sign outside advertising furniture and appliances only hints at the variety of treasures inside this department store turned antique mall. Complete your collection of presidential decanters (Gerald Ford for just $17), scoop up a 1950s party dress or an Arts and Crafts oak desk from the more than 100 dealers who display on four floors.

DON'T MISS: Hone your haircutting skills at home with a Koken barber chair from the early 1900s ($795).

SUNFLOWER TRADING COMPANY, 8202 MAIN ST., 410-465-5240

Before you start perusing the casually elegant linen separates, straw hats and Australian oilcloth dusters at this charming shop, grab a hunk of sweet roll from the platter by the cash register and meander outside to the porch to "set a spell" and watch the world go by. Owner Melanie Durantaye has created an atmosphere inside her men's and women's clothing store that's perfectly suited to lazy summer days.

DON'T MISS: More than 100 hats, from boaters to fedoras, are for sale here, including a "packable, crushable" Scala Collection women's straw hat ($39.95) that is as sophisticated as it is practical.

S. BLADEN YATES HARDWARE, 8247 MAIN ST., 410-465-4480, AND YATES MARKET, 8249 MAIN ST., 410-465-3222

Maybe you're not in the market for an old-fashioned washboard, a newly caned chair or a couple of pickled eggs. Stop by this hardware store and its adjoining grocery store anyway, buy an 8-ounce Coke in a glass bottle for 75 cents and be reminded of the past. For more than 100 years, the Yates family has been tending shop on Main Street. And now with the millennium approaching, some of their old-fashioned wares are looking pretty practical. Hurricane lamp, anyone?

DON'T MISS: An 8-gallon galvanized washtub ($14.95) is a steal even if you have no designs on laundering your T-shirts by hand. Fill it with ice and soda at your next party or plant it with petunias. Martha Stewart couldn't do better.

A note about parking

Parking in Ellicott City is a challenge at times, but it is usually plentiful. Free parking is available on Main Street, with a two-hour time limit between 10 a.m. and 6 p.m. In addition, there are seven parking lots on side streets that offer free and metered spaces.

For the hungry shopper

Hiking the steep hills of Ellicott City can make a person hungry. Here are a few places to stop for a snack or a meal:

PHOENIX EMPORIUM, 8049 MAIN ST., 410-465-5665

The Phoenix, a fixture of downtown for two decades, makes real honest-to-goodness charbroiled hamburgers. Have one and become reacquainted with life before fast food.

RIVERSIDE ROASTERY & ESPRESSO, 8059 MAIN ST., 410-465-0233

Grab an iced coffee and a slice of Colossal Chocolate Cake for you and an ice cream for the kids at this hip coffee bar that sells fabulous baked goods and ice cream as well as sandwiches, soup and salads.

SORRENTO'S MAIN STREET STATION, 8167 MAIN ST., 410-465-1001

Settle into a booth, order a large pizza and a couple of birch beer floats and watch as electric trains circle on tracks overhead in the dining room.

JAHVA HOUSE, 8198 MAIN ST., 410-465-9700

Shop while you eat? Sure. Jahva House is a coffee shop. It's a gallery. It's an antiques shop. Oh, and it also sells excellent vegetarian fare.

ELLICOTT MILLS BREWING COMPANY, 8308 MAIN ST. 410-313-8141

Have a pint of microbrewed German-style beer and dig into a couple of venison sausages, a sandwich or a salad.

-- Maria Blackburn