New Bedford is a busy city and fishing port with a large Portuguese population. There is a nice historic/shopping district downtown and Acushnet Avenue has many Portuguese shops and bakeries.

New Bedford was a premiere whaling city, and was the jumping-off point for Herman Melville's Moby Dick. The Whaling Museum is worth seeing.  

New Bedford is also home to some serious foodie goodness, including the Fishermans Market, Sid Wainer's incredible Gourmet Outlet, South Coast microbrew headquarters at the Pour Farm Tavern, and all the excellent Portuguese fare, including my favorite, the Continental Market on Sawyer Street.