10 Coolest Small Towns, Mo.

Paia, Hawaii Population: 2,499 Nearest City: Kahului, 8 miles Paia is where Mauians go to relax. On the east side of the island, 15 minutes from Kahului, the town has maintained not just a mellow vibe but also many of its plantation-style wooden buildings. Lucinda Eddins likes Paia so much that she opened her latest beachwear store here. At Love the Beach, the most popular custom swimsuit is the "itty-bitty string with the little Brazilian bottom" for about $100 (2 Baldwin Ave., 808/579-8044). Another chic shop is Bahama Mama (62 Baldwin Ave., 808/579-8188). A mile from town, the six-bedroom Kuau Inn is a 10-minute walk to Hookipa, a world-class windsurfing beach (676 Hana Hwy., 808/579-6046, kuauinn.com, from $100). On the other hand, the surf and currents are gentle at Baby Beach, on the west end of Baldwin Beach. The Flatbread Company, which opened last November, makes pizza with organic produce and nitrate-free meats (89 Hana Hwy., 808/579-8989). One of the newest attractions in town is the Great Paia Lha Bab Peace Stupa shrine at the Maui Dharma Center, which hosts meditation sessions and similar events (81 Baldwin Ave., 808/579-8076, mauidharmacenter.org). The Dalai Lama blessed the shrine when he visited Maui this year. Correction: The above article has been amended from the original print edition to give an accurate location for Baby Beach.

Waitsburg, Wash. Population: 1,212 Nearest City: Walla Walla, 21 miles Ross Stevenson and Leroy Cunningham settled in Waits­burg six years ago, in search of a quieter lifestyle. With two partners, they opened the Whoopemup Hollow Café in 2005. The Whoop, as it's known, dishes up jambalaya and Coca-Cola cake to wheat farmers and wine snobs alike (120 Main St., 509/337-9000, jambalaya $19). Just across the street, Jim German recently opened Jimgermanbar, which specializes in classic cocktails and small plates (119 Main St., 509/337-6001). His wife, Claire Johnston-German, owns the AMO Art gallery next door (117 Main St., 509/876-1264, amo-art.com). Summers in Waitsburg can get hot, and the Laht Neppur Brewing Co. is the place to cool down (444 Preston Ave., 509/337-6261). After savoring a flight of eight mini pours, head over to the Monteillet Fromagerie, where the cheeses are made with milk from free-range goats and sheep (109 Ward Rd., 509/382-1917). Monteillet's sheep's-milk gelato is a revelation.

Yachats, Ore. Population: 617 Nearest City: Eugene, 86 miles In 2005, Dave Thomas and Deb Gisetto left Vermont for Oregon and soon found themselves awestruck by the scenery around Yachats (yah-hots). "It was just unbelievably beautiful," recalls Thomas. "And the people were possibly the most friendly in the country." Thomas and Gisetto put down roots by opening Green Salmon Bakery & Coffee House (220 Hwy. 101, 541/547-3077). Yachats also has cute shops, like Raindogs (162 Beach St., 541/547-3000, raindogsonline.com), and a deli called Grand Occasions where you can watch the sea roll in while you eat pie made with blackberries, strawberries, or whatever's in season (84 Beach St., 541/547-4409). After staying in a Shamrock Lodgettes beachfront cabin, you may move to Oregon, too (105 Hwy. 101, 800/845-5028, shamrocklodgettes.com, cabins from $99).

Milford, Pa. Population: 1,292 Nearest City: New York, 71 miles A resort town since the Gilded Age, Milford is popular with newcomers interested in its Victorian houses. Sean Strub (a direct-mail and publishing entrepreneur who moved here in 1997) and retired executive Richard Snyder spearheaded the town beautification effort, launched Milford Magazine, and in 2001 bought the 1880s-era Hotel Fauchère. Five years and $6.5 million later, it reopened with heated slate bathroom floors, Frette sheets, and a price point that's ritzy for such a small town, not to mention Budget Travel (401 Broad St., 570/409-1212, hotelfauchere.com, from $275). The 70,000-acre Delaware Water Gap National Recreation Area is nearby (nps.gov/dewa); buy picnic supplies at Fretta's (223 Broad St., 570/296-7863). Kitchen and bath designer Derek Roberts moved to Milford in 1991. "My mountain bike is well used," he says. "After work, I like to go swimming in a waterfall." He has become such a civic booster that he began organizing Fluviarchy dance parties--named for the network of waterfalls--at The Emerson House (call the Fauchère for info). "Find me for free-drink tickets," he says.