With a pair of thousand-dollar binoculars strapped to his chest and his eyes constantly scanning the towering oaks and hackberry trees for flitting yellow shapes, John Upton doesn't want to be distracted for long from his mission at a place called the Cathedral. Upton and his wife, Ruth, want to see as many migrant songbirds as possible on the last day of their four-week-long vacation.

They've picked a good place. The Cathedral, a clearing furnished with benches and a boardwalk, sits in the heart of the Houston Audubon Society's bird sanctuary at the town of High Island, 30 miles north of Galveston at the neck of the Bolivar Peninsula. High Island is rated among the top ten bird-watching spots in the nation. During the spring migratory season that runs from mid-March to mid-May, this grove attracts as many as 6,000 visitors from all over the country and all over the world.

The Uptons, who are making their third bird-watching visit to Texas, come from Sheffield, England. Through British birding magazines, they have been long familiar with particular spots in the refuge such as the Cathedral, Purkey's Pond and Smith Oaks. What have they seen in High Island?

"Crikey," says Ruth Upton, looking at her husband. "Twenty-five species of warblers. I don't know how many vireos."

"For about two hours on Monday," John Upton adds, "Smith Oaks was alive with birds. We didn't know which way to go."

The birds that the Uptons were seeing are the kind Houstonians typically see in picture books as children, but rarely spot in their back yards: bright orange orioles, yellow warblers of many kinds, cuckoos, electric-blue indigo buntings, scarlet tanagers, rose-breasted grosbeaks, rust-colored thrashers, redstarts and the outrageously gorgeous painted bunting, with its vivid red breast and rump, green back and purple head. On a typical spring day at High Island, they put on a show that is as avidly watched as any sporting event, with visitors sitting in the grandstand before Purkey's Pond scanning the feeding and bathing birds through binoculars, often calling out their names.

Sadly, just as interest in this spring spectacle is peaking, the number of songbirds is dwindling. Ornithologists estimate that during the last 15 years, the number of migratory songbirds has dwindled by as much as 50 to 70 percent. Scientists attribute part of that decline to the reduction of the rain forest and the continued use of pesticides such as DDT in tropical countries. The songbirds' habitat has been drastically reduced in this country as well, as the construction of reservoirs and the conversion of land to agriculture and pine plantations have steadily eliminated vital bottomland hardwood forests.

Neotropical songbirds concentrate in High Island because the refuge acts as what ornithologists call a migratory "trap." After a 600-mile journey across the Gulf of Mexico from the Yucatan, they arrive on the Texas coast weary, looking for shelter and food. Perched on top of a salt dome a few feet above sea level, the grove at High Island is the first visible woods for miles along the coast.

If the birds have had favorable southeast tailwinds, their journey might last ten hours, and some birds might skim over the refuge and head north. But if they encounter a norther, the going gets tougher. A severe norther can produce a "fallout," in which thousands of birds pack into the refuge, filling it with the brilliant music of a tropical forest. While a fallout provides an incredible spectacle for bird watchers, it can prove a disaster for the birds. Exhausted birds alight on boats and descend on oil platforms, looking for any place to rest. Some fall into the water and drown, or, too tired to fly a few feet above the coastal highway, are struck by cars during the final few hundred yards to safety.

High Island has served as a rest stop for birds for hundreds, possibly thousands of years. The first European to have settled there is said to have been a hunter for the pirate Jean Laffite in the 19th century. It is thought that he planted the first oak trees that now thrive among the hackberries and other native trees. During the 1930s, High Island was a boomtown when oil was discovered all around the salt dome on which it is built. But as the field dried up, so did the unincorporated town. It is now home to about 300 people.

During the last few years the big oil companies have sold some of their property, and that provided a chance for the Houston Audubon Society to expand its holdings. Two years ago Houston Audubon formed a partnership with The Nature Conservancy, the National Fish and Wildlife Foundation, Texas Parks and Wildlife Department, U.S. Fish and Wildlife Service, Amoco Production Company and Phillips Petroleum Company to preserve habitat for migrating birds along the Chenier Plain, which extends along the upper Texas coast from Galveston Bay to Louisiana.

Amoco donated 150 acres of land in High Island that Houston Audubon plans to expand into an observation center for the study of birds. A system of fences and boardwalks has already been built on the expanded acreage, which includes Smith Oaks, another important hardwood grove with a spectacular live oak in the middle that is sometimes dripping with birds. Funds have come from a combination of corporate and government grants as well as money raised from admission fees the society charges during the spring birding season.

The total economic impact of bird watching at High Island has been estimated at $2.5 million, although not all of that money is spent in the community itself. For years there has been a certain amount of uneasiness between the bird watchers and the town. The expanded sanctuary takes property off the tax rolls. Houston Audubon Society executive director Gretchen Mueller has held town meetings to smooth any ruffled feathers. The townspeople are given free admission to the sanctuary and permitted to fish in the lakes on the newly acquired Amoco property. The society's volunteers are working with the town's struggling school to find an innovative solution to its septic tank problems.

There was a time when bird watchers took off their binoculars before entering High Island's only restaurant, the Gulfway, but no more. Now Audubon Society posters of the major bird migrations adorn the walls. The adjoining small motel is packed during the spring birding season, and its new owners advertise in only one place, Birdwatcher's Digest.

Townspeople such as Houston Sliger, who has maintained the area's phone system for the last 26 years, have been drawn into Houston Audubon's work. Since starting to build a house on the edge of the refuge, Sliger has helped the volunteers in planting trees and vegetation that feed and shelter the birds.

He is starting to get the hang of bird watching. A couple of weeks ago one of his workers spotted a black bird with white wing coverts and a red breast. The bird sat perched within 20 feet and seemed almost tame, so the man had a good long look at it. He asked Sliger to look through his field guide so they could identify it. It turned out to be a painted redstart, which, Sliger didn't know at the time, is a Western bird rarely seen in East Texas.

"If I had known it was rare," says Sliger with some regret, "I would have gone and looked for it before that big thunderstorm came through and pushed it on out.

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