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Onomichi may be a little past its prime, a little over the hill, and a little overlooked by development. But therein lies the charm of this Hiroshima Prefecture town perched at the edge of the Inland Sea. Though once known for its port, Onomichi today is a launch point for the Shimanami Kaido, an island-hopping bike course connecting the islands of Honshu and Shikoku 45-miles away.

Catering to that crowd, Onomichi U2 is an uber cool hotel created by the wunderkind of Japanese architects, Makoto Tanijiri. Once an avid cyclist himself, Tanijiri got the idea to repurpose a vintage warehouse where guests can bed down next to their wheels. Filling the cavernous space hermit crab-style, the new construction literally sits inside the old. Unquestionably, U2 has a distinctly hip and happening vibe yet the ghost of Uwaya Storage #2, as the building was once known, seems present in the sliding doors, signage and other original elements salvaged by Tanijiri.

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At one end of the building are the hotel’s twenty-eight rooms, each equipped with wall hooks for bikes, durable finishes to conceal wear and tear and custom-designed pajamas made of cloth produced nearby.

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At the other end is an assortment of stylish shops and enticing eateries.

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Featuring fresh, local fare, such as seasonal vegetables and seafood, they are frequented by tourists and townies alike. The Restaurant at U2 cooks up delicious, seasonal fare in its open kitchen while the Butti Bakery creates delectable scones, croissants and other delicacies on site daily.

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A short walk from U2 is Onomichi’s main drag, paralleled by train tracks on one side and a covered shopping arcade on the other.

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Sadly, lots of the town’s stores are now shuttered.

But many of those still up and running are delightful throwbacks, such as the Karasawa ice cream shop which has been churning out one flavor — vanilla — for 40 some years.

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In between, a sprinkling of new boutiques and galleries are cropping up, including the Onomichi Denim Project whose carefully curated collection of locally made, but gently used, blue jeans celebrates the area’s historic denim factories.

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Unexpectedly, the most magical part of Onomichi is its hilly residential district rising up on the other side of the tracks. It is like a scene out of a Hayao Miyazki movie. Riddled with pedestrian pathways and short runs of stairs, the neighborhood is crammed with old houses in various states of disrepair.

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Though some of the buildings have been abandoned, others have been lovingly pieced back together with scraps of wood and corrugated sheet metal.

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One has even been repurposed as a tiny bakery whose daily offerings include personal-sized pizzas and simple pastries.

For many, Onomichi is simply a way station. But it is much more than that. It is a place to stop, look around and savor vanishing Japan.