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Blenheim Palace was royal gratitude on a grand scale

Imagine having an outstanding month at work. Your boss is so pleased, she says you should get yourself something nice, and she'll pay for it.

That's what Queen Anne told the Duke of Marlborough after he thwarted a French invasion in 1704.Hmmm, maybe a country house, he said.

Knock yourself out, she said.

You'd expect him to think big, being a duke and all. Something like a Newport mansion or a Beverly Hills estate. But the Duke thought big, and then he thought bigger. The result was Blenheim Palace.

The palace alone is large enough to accommodate a dozen Newport mansions. Let's not even talk about the gamekeeper's house, the grounds or the courtyards.

And who knows what Queen Anne was thinking when she threw in the nearby town of Woodstock. Maybe it was the wine talking. Maybe it was a two-fer Tuesday.

"The entire palace has 280 rooms," a guide explains during palace tours. "I don't think anyone has ever managed to use all the rooms."

Not that you get to see 280 rooms on the tour. Even on roller-blades, it would take hours, and then you wouldn't have time to see the formal gardens, have lunch overlooking the water terraces, ride the tiny train to the butterfly house and the world's largest hedge maze (where you can get lost), or take a rowboat out on the lake.

And there's the Winston Churchill exhibit.

Churchill's father's brother - Uncle George, to the young Winston - was the Ninth Duke of Marlborough, so Churchill and his family spent a lot of time visiting relatives at the palace.

Apparently Churchill was born while his mother was spending the weekend at the 2,100-acre estate, which is about an hour northwest of London, near Oxford.

The Churchill exhibit, in modest rooms once used by Marlborough's domestic chaplain, traces his entire life and includes letters he wrote home from prep school, memorabilia from his young adulthood and many photographs and items from his remarkable political career and years as Great Britain's prime minister.

After the Churchill exhibit, visitors can take a guided tour of a dozen or so public rooms in the palace and pay an extra few dollars for a tour of the private quarters (if the family is not in residence).

Each room is more impressive than the last, replete with museum-quality decorations and fascinating stories by the guides about the family - including Churchills, Vanderbilts and Spencers - that has lived there for nearly three centuries.

Visitors wait for the tour to start in the Great Hall. And they mean Great.

The ceiling is 67 feet high, supported by marble columns. Around its perimeter are numerous sculpted-marble busts of family members and scads of family portraits by many of history's greatest artists. The ceiling features an impressive mural of Marlborough's victory at the Battle of Blenheim in Vienna.

While the ceilings are not that high in every room, they are easily twice the height of the ceilings in most houses, leaving ample room for artworks and centuries-old hanging tapestries.

The Flemish tapestries, which are 30 feet tall by 80 feet wide, were hand-woven over 13 years in Brussels, Belgium, under the duke's direction. They depict (you guessed it) the duke's victory at the Battle of Blenheim.

Each antique-filled room is large enough to accommodate a party of a few dozen people (not that they were meant to hold that many).

There are separate rooms for parties and dining. Take the Saloon, for example, or the Long Library.

The Saloon, which the family uses once a year on Christmas Day, seats 40 for dinner.

The table's priceless place settings are crystal and the solid silver service has been hand-dipped in gold. Laguerre frescoes line the room.

The Long Library can accommodate 300 guests at dinner. At 183 feet in length, the Long Library is one of the longest rooms in a private English house. Without the books and furnishings, it would feel and look like a cathedral. It even has an organ.

The library's floor coverings, copies of rugs in the French palace of Versailles, were commissioned by the Ninth Duke and his wife in the late 1890s. Her family money also helped restore the library's impressive collection of books; about 30,000 had been sold in the 1880s to raise money for repairs and maintenance.

The palace has been a money pit from the start.

Its current duke - the 11th, for those who are counting - is John George Vanderbilt Henry Spencer-Churchill. He and his third wife, Dagmar, a member of the Swedish royalty, occupy the palace, or their private quarters in the east wing, from September to mid-April.

When they are not home, you can sneak a peek at how royalty live.

The guest book includes titles and names you usually see only in the society columns.

As for the family quarters, they really aren't that unusual - well, except for the 30-foot ceilings, the silk wall-hangings, the oil paintings by some of history's masters, the silver-framed family photographs that include Vanderbilts, Churchills and Spencers (as in Lady Diana Spencer), the priceless porcelain, the servants, the acres of Italian gardens outside the bow windows. Well, you get the idea.

But, take heart - they look just as awkward in their family wedding pictures as regular folks. And they have a TV in the family room, where they sometimes have dinner brought on trays. And the pile of books in the sitting room included a Dick Francis thriller among other weightier tomes about wine, politics and history. And the family room mantelpiece includes a small oil painting of a package of Marlboro cigarettes, a joke from an American friend.

If you need a sit-down before exploring the rest of the magnificent estate, consider a snack at the Water Terrace Buffet or a meal at the more formal Indian Room Restaurant. Both places are at the back of the palace, overlooking the stunning water terraces and fountains created in 1925.

After you've been fortified, stroll the grounds and visit the formal arboretum (reached by taking a southward drive from the lower Water Terrace, past the Temple of Diana), or take a walk to see the Grand Cascade waterfall.