VORONEJ, the capital of the above government, on the river of that name, near its confluence with the Don, 130 miles E. of Koursk. It occupies a strong position on a steep hill, and consists of an upper and a lower town, with extensive suburbs. It is very ancient, and some parts of it are gloomy and meanly built; but the principal street is lined with substantial and noble buildings, and some of the other streets are nearly equally handsome. There are here a town-hall, exchange, cathedral and many other churches, episcopal palace, convents, hospitals, gymnasium, and other schools. Manufactures of soap, tallow, leather, and vitriol, are carried on here; and there is a considerable trade, partly with the Black Sea, and partly with Orenburg and Siberia. Peter the Great established a palace and extensive dockyards and arsenals here; but since then most of the naval establishments have been removed to Rostov, Tavrov, and other places; and nearly all traces of the palace have been destroyed by the frequent fires that have taken place here. Pop. (1856) 37,664.