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Where to go for an overnight outside of Boston for fall foliage?

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Hi, I have just planned my first fall foliage trip with my mother (70) and daughter (13) to arrive in Boston on 10/3, tour Boston on 10/4, then leave the next day (10/5) for a drive to a quaint town(s) and spend the night (we would be returning to Boston on 10/6) and fly back home on 10/7.

The problem is I don't know which darling New England town to go to! My mother is very active, and my daughter enjoys shopping, antiquing and eating just like an adult, so I'm not looking for kid-type activities. I've downloaded info from yankeefoliage.com, but each drive/town sounds as wonderful as the next. Any advice as to the drive, town, lodging, and restaurants would be appreciated. (We've already been to Cape Cod, so I'd like to experience something different.)

Our budget is for three or four star lodging accommodations (B&B's are fine). Restaurants don't need to be fancy, but charming/unique.

Thanks!

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