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IT wasn't over until the fat lady melted.

And melt she did, going up in flames as a barrage of fireworks illuminated the midnight sky and the crowd cheered. The heat stung my face, and ashes rained down as the flames consumed her.

She was part of a towering falla — the last left standing of the 385 float-like constructions of wood, papier-mâché, polystyrene and wax that only hours earlier had dominated Valencia's squares and intersections. It fell piece by piece onto Plaza del Ayuntamiento. A band struck up "Valencia," the unofficial anthem of this city on the eastern shore of Spain.

By 1:20 a.m., the falla, a comical tribute to great Spanish artists, was little more than a giant bonfire. The crowd roared when the biggest board of its wooden skeleton crashed to the ground in a shower of sparks. As the last ember faded, Las Fallas, Valencia's annual goodbye to winter, was officially over.

I had come here in mid-March to take in the sights and sounds — what sounds! — of Las Fallas, a festival that is a bit religious, a bit raucous and unlike anything I had ever experienced.

Wanting to get a feel for the city as well as for the festival, I budgeted six days in Valencia, Spain's third-largest city with a population of about 786,000. Unlike Madrid, about 200 miles west, and Barcelona, about 200 miles north, it's not a major magnet for American tourists.

That may change. It's expected to attract thousands of visitors, including many from the U.S., as host city for the 32nd America's Cup yacht regatta from June 23 to July 7, 2007. Four new luxury hotels are set to open by then.

For now, I found a charming city of bell towers and blue-tiled domes, with a picturesque medieval quarter of narrow streets opening onto plazas. In marked contrast is the futuristic Ciudad de las Artes y las Ciencias, or the City of Arts and Sciences, designed largely by internationally acclaimed architect and native son Santiago Calatrava.

Stunning architecture

ON my first morning in Valencia, I walked to "the river" with my terrific English-speaking guide, Josep Alberoca. Although people "still say, 'Let's go down to the river,' " Alberoca said, the Turia doesn't actually flow through the city. It was rerouted after overflowing its banks in 1957, causing dozens of deaths.

Today, the riverbed, spanned by four bridges, is a ribbon of park with Mediterranean vegetation, fountains, ponds and pedestrian and bike paths. A pleasant walk of about 45 minutes brought us to the City of Arts and Sciences, a complex of architecturally stunning white buildings occupying an 87-acre site that had been inhabited by squatters.

Its transformation began with the opening in 1998 of Hemispheric, an eyeball-like structure housing a planetarium and an Imax theater, and was completed in October with the opening of the Palau de les Artes, a concrete oval resembling a Trojan helmet with its feather-like steel plume. With four performing-arts halls, it will be home to an annual international competition for young opera singers. The contest will be overseen by Spanish tenor Plácido Domingo, general director of Los Angeles Opera.

Music is part of Valencia's soul. "In Valencia when you're born, they give you instead of a pacifier a musical instrument," Alberoca said.

The complex includes the interactive Prince Felipe Museum of the Sciences, which brings to mind the bleached skeleton of some enormous creature.

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