Wisconsin Historical Society
The original wood saw mill with the flour mill, rear, and scale house, front, in an undated photo.
If geography is destiny, then fate smiled on Paoli, Wisconsin.
A combination of rural beauty, historic buildings, and a flowing, navigable waterway is how it starts. But many a Wisconsin town combines a historic main street, pastoral scenery, and a river running through it, yet has mostly empty storefronts — and for dining, nothing but a few chains on the main highway.
What makes Paoli tick?
“It’s not pretentious,” says Lori McGowan, who owns the historic Mill in town, and operates several of the businesses inside it. “And we don’t want it to be.”
“You can bring the dog and the kids. It’s unique in Dane County,” says John Cioci, who owns the Paoli Art Shop.
That’s a good start. There’s a casual feeling about Paoli. It’s in the way its businesses sit, clustered along County Highway PB where the Sugar River passes through. It’s not the tidy Main Street of nostalgia — it’s all a little more slapdash, rustic, organic. Whatever you call it, there are no sidewalks, no reproduced 19th century-style street lamps. Businesses are mostly detached rather than side by side. The green space on both sides of the river is lined with chairs, just waiting for someone to plunk down and watch the current go by. The unincorporated community has a population of 158, and most of the residences are on just three streets, in a haphazard arrangement. Paoli doesn’t look like someone planned it to be a tourist attraction.
Yet circumstances aligned for Paoli becoming one. Nic Mink, who in 2022 restored the old Paoli Co-Operative Creamery Company building to open Seven Acre Dairy Company, a hotel and restaurant complex that has increased the community’s profile, says he knew when he saw the property that Paoli was “increasingly compelling” as a destination.
It’s easy to get to, notes Mink — a five-minute drive from Verona and 10 minutes from the west side of Madison. Yet it can seem refreshingly rural.
“I don’t want us to be Door County,” Cioci says, but he does see the increasing professionalism of the businesses in town as a plus. No longer are most businesses someone’s hobby or side interest, open weekends only: “The trajectory is toward more days and hours open.”
Nick Garcia
Listening to bands in the Mill’s park space.
A mill town
Paoli — pronounced by most folks who live and work there as “pay-OH-lie” — got its start in 1846 when Peter Matts, then sheriff of Dane County, bought this land around the Sugar River, constructed a dam and mill race, and built a saw mill. He later platted the community and named it after a town also called Paoli in his home state of Pennsylvania. The current mill was built in the 1860s to mill flour, by brothers Bernhard and Francis Minch, who took over the business from Matts. But by 1980 the mill was empty and about to be sold at auction. It could have very easily been torn down, were it not for Bill Hastings. He purchased the mill, the charming stone scale house building (often remembered as the Paoli Cheese Cottage) in front of it, and later the schoolhouse, and began the slow process of renovation. The mill was for years just a backdrop for photos as restoration inched along.
In 1987, Eileen Berkley opened the Artisan Gallery in the historic creamery, and later added the Creamery Cafe, a popular destination with tables overlooking the Sugar River.
Other businesses moved into town. Debbie Schwartz opened the Paoli Schoolhouse Shops with several resident vendors in 1995 and added the small Paoli Schoolhouse Cafe. Today the building is the Paoli Schoolhouse American Bistro, where chef Luis Garcia concentrates on farm-to-table sourcing and there is live music Thursday and Saturday nights.
Teresa Abel took over the Artisan Gallery in 2004, later renaming it Abel Contemporary Gallery. “Paoli is a lovely spot,” says Abel. “You could tell it was getting busier all the time.”
When the owners of the creamery building put it up for sale in 2018, the price was too steep for Abel and her partner, and she moved the gallery to Stoughton.
Abel says that while Paoli’s success might seem to have happened suddenly, the business owners’ association has been working many years to make it happen. “You can tell, in hindsight, how many years it took for it to cement itself” as a destination, Abel says.
“I was nervous when Abel left,” says Paoli Art Shop’s Cioci. But new businesses, he adds, have been “eager to fill in.”
Nick Garcia
The restored Paoli House, originally a hotel, is home to 1 OAK Bicycles.
A growing audience
Cioci has run his shop, which sells vintage prints and original art, since 2016. When he opened, the number of times there were 1,000 people in town were “few and far between,” he says. Now on a good weather summer weekend, that number is the norm: “If it’s 70 degrees and it’s Saturday, that’s what’s going on.”
At Lily’s Mercantile & Makery, co-owner Teresa McMahan says the new Seven Acre complex has brought her store, which opened in 2019, “a whole new audience,” with most visitors hailing from the Madison area but also Milwaukee and Illinois. McMahan’s shop, which she operates with her daughter, Lily, combines vintage finds with new gifts like soap and candles, jewelry, toys, Paoli sweatshirts, and home decor. “It is nice that we are open seven days a week,” she says, urging people to come during the week when parking is easier.
Parking and traffic on weekends has become an issue, confirms Julie Walser, owner of the art gallery Paoli Road Mercantile and president of the Paoli Merchants Association. People are “parking on the bridge and in front of the stop signs,” says Walser. No one’s been hurt yet, but there is concern. Walser says that a crosswalk was approved by Dane County to cross Highway PB in front of her store, but the ADA requires crosswalks to be placed where there is curb and gutter — a cost-prohibitive catch for the business owners. “The safety of pedestrians is important to us, but there’s no money for that,” Walser says. Instead, there is a green plastic safety turtle and flag in front of the Mercantile warning drivers to slow down.
Walser, a metalsmith, once ran her gallery weekends only in the stone building in front of the Mill (now the woman’s clothing boutique The Purple Goose). In 2020, she moved to her current location (formerly Cluck, the Chicken Store) where there was enough room that she could have her studio in the back. Finally she quit her other, “pesky full-time job,” confident that with Seven Acre opening, there would be “more of a pull to come to Paoli.”
Walser also credits events at the Mill for drawing crowds — the live music, once-a-month Drag Queen Bingo, and the Sunday Farmers’ Market, which is likely one of the few outdoor markets in the state where you can shop while drinking a Bloody Mary (from the Mill’s cocktail lounge, The Lazy Squirrel). Bicyclists continue to find the town an appealing destination, with snacks and heartier fare to be had at the Landmark Creamery, Paoli Pub & Grill, the Mill and Seven Acre.
Nick Garcia
Wading in the Sugar River.
Outdoor fun
The setting is “one of a kind,” says Seven Acre’s Mink, who extols the Sugar River as “the best swimming hole” near Madison — “clean, clear and cold.” That clean water, and the area’s consciousness around eating local, were two more reasons Mink gravitated toward Paoli.
Combining Seven Acre’s land along the river, including restored savannah, and the Mill’s, there are more than seven acres of green space, “open to everybody,” says Mink.
Nature will continue to provide a buffer from development for Paoli. The 379-acre Falk Wells Sugar River Wildlife Area, just upstream from Paoli, preserves three miles along the river, with several canoe launch sites just off Highway 69. A 2023 purchase by the County added 625 acres to the Sugar River Wildlife Area. Sugar River Outfitters, located in the Mill, shuttles kayakers upstream to Verona to make the paddle back to Paoli.
While Seven Acre’s eight hotel rooms and suites are steadily booked with UW-Madison parents, wedding parties, executives visiting Epic Systems, and weekenders from Chicago, “Seven Acre can’t exist just as a restaurant, ice cream shop and hotel,” says Mink. “We really are dependent on our events. They allow us to preserve our green space.”
Seven Acre has planned outdoor events for every day of the week this summer, with wood-fired pizzas on Mondays, movie night on Wednesdays, food truck night on Thursdays, fish fry on, of course, Fridays, and jazz brunch on the weekends. More one-off events are in the works, too, including special chef dinners and the Sugar River Bourbon Festival.
“People stay over after an event and make a real night of it,” says Mink. “They sit by the fire.” Special chefs that Seven Acre brings in, “they’re hanging out with the guests. The hotel is a critical part of the vision.” It’s important to Mink that guests can “engage with the place.”
Nick Garcia
The glamping lounge in the Mill park.
Bring a chair
There will be more than 200 outdoor music performances this season behind the Mill, says owner Lori McGowan. “Most places charge a cover. We didn’t want to do that. We want people to come and say, this is great. That’s all. We want them to tell their best friend to come by.”
What McGowan does ask is that visitors bring no carry-in food or beverages but instead patronize the Hop Garden, the Lazy Squirrel, and the Mill’s restaurant, The Menu. The Menu is designed mostly for outdoor eating, and the fare is summer- and family-friendly — flatbread pizzas called pinsas, hot dogs, quesadillas, pulled pork sandwiches, Milwaukee pretzels with beer cheese dip, and ice cream. McGowan says she’s about to introduce some more “keto-friendly” options.
Mostly, people follow the rule. “Sometimes people want to bring in a grill. No,” says McGowan.
What you can bring is your own camp chair. Though the park area is full of tables and chairs, “we will never have enough seating, not even close,” McGowan says.
The Mill also houses the Mill House Retreat, a bed and breakfast; The Den, a room that can be rented for events; and My Tipsy Gypsy, a boutique liquor store featuring small craft brands along with eclectic gifts. “It’s a lot,” says McGowan.
New this year, visitors can rent out a private tent in three-hour slots corresponding with the band sets. Camp & Glamp Adventures co-owner Nichie Bendt calls the tents “glamping lounges” and says people are renting them for kids’ birthday parties or bachelorette parties. Inside, the space has a comfy couch, rugs, lights and decorative homey touches. The business’ two tents in the Mill park are booked into July.
“Word is out,” says Bendt.
Related stories:
The 25-mile out-and-back route has been a favorite of cyclists for decades
The Hop Garden taproom is often mentioned as having jump-started Paoli’s current vibrancy.
Landmark Creamery finds a home in Paoli
Landmark founded Landmark Creamery in 2013. In 2017, looking to buy a second-hand walk-in cooler, she entered an empty storefront in Paoli and left with a completely different plan.
