How do you qualify as an insider in a town where half the people arrived yesterday, and the other half seems to have been here since the tar pits first bubbled?

As the song goes, "all you need is love" - a real affection for Los Angeles and the things that make it one molten stew of opportunity. Silly or cerebral, hedonistic of abstemious, capitalistic or altruistic, highbrow or lowbrow: L.A. has a place for you - if you know where to look. For that we turned to our panel of experts - the people who open bookstores and restaurants here, who curate the art and take us on tours, who entertain us and themselves. Some of their offerings are truly buried, others simply underappreciated. Whatever they are, each is a facet of the kaleidoscopic L.A. experience.

We start with our cover model, actor Robert Downey Jr. What better person to reveal the secret allures of this city You couldn't find a more dedicated fan of L.A. Downey, who was raised in New York City, has adopted the City of Angels as his own. "I get in trouble for saying this, but I think it's the best city in America," says Downey, who moved to L.A. in 1984. "One of the great pleasures of living here for a long time is seeing it morph - like watching the Chateau Marmont go from a place where you needed a Z-Pak to eat a tuna sandwich to something classy. L.A.'s done going through that avoid-at-all-costs phase."

If you're Downey, for a good time you hit Santa Monica's Main Street. Among his favorite haunts: Shoops, a German deli he says is nothing like anywhere else. "You know when friends come back from Europe and bring you all those wierd German wafer bars? They've got those up the wazoo - and strange meats and great sandwiches.

Across the street is Tao Healing Arts Center where I regularly require shiatsu. Unlike other body works places where you think you've broken a window when they tell you the price, Tao's moderately priced and the staff is really well trained. If you can, get Dr. Kaneko. He's a serious and compassionate healing dude.

And since we're on Main Street, I'll stop by B.NY, which reminds me of those small, East Coast clothing boutiques with half a dozen shoes and one shirt. They carry offbeat, tasteful designers like Issey Miyake. Great for if you have something formal and don't want to go through the Barney's grinder."