Clem's Kitchen Opens at Wayside Inn

In the heart of Middletown, Virginia, a beloved historic landmark is experiencing a renaissance. The Wayside Inn, a fixture of the Shenandoah Valley for over two centuries, is now home to Clem’s Kitchen—a new restaurant venture by Bill and Amanda Whitson. In this episode of “The Valley Business Today,” host Janet Michael, joined by Carl Knoblock of the Small Business Administration, sat down with the Whitsons to discuss their journey, vision, and the challenges of breathing new life into a storied space.

From Food Truck AND Brick-and-Mortar

Many locals know Bill from Billy Sous food truck and Amanda from her work as a real estate agent. But together, they are embarking on a new chapter as restaurateurs. The idea to open Clem’s Kitchen in the Wayside Inn was born from Amanda’s deep personal connection to the building—she worked there as a teenager, her first office perched above the original well of Middletown. Bill, initially hesitant to return to restaurant life after the freedom of the food truck, was ultimately swayed by Amanda’s passion and the unique magic of the space.

The transition from food truck to restaurant is an unusual one, as Bill notes—most often, it’s the other way around. Yet, the Whitsons see the move as an opportunity to create a community hub, offering a modern twist on Southern classics while maintaining the beloved food truck in the parking lot. Their vision is to foster a welcoming environment where locals can gather, celebrate, and enjoy good food.

A Space for Community and Collaboration

Clem’s Kitchen is more than just a restaurant; it’s a catalyst for community engagement. The Whitsons have already hosted events, including a Bridgerton-themed Sweet 16 and upcoming weddings, and they’re eager to share their expansive kitchen with other food entrepreneurs. Recognizing the challenges faced by small food businesses—especially the need for commercial kitchen space—they hope to support local vendors, caterers, and food trucks, even considering the possibility of a nonprofit kitchen model in the future.

The couple’s commitment to giving back is evident in their launch of a community fridge, inspired by similar initiatives in nearby Winchester. By providing access to fresh, healthy food for those in need, they are addressing food insecurity and encouraging others to contribute. “Garbage cans aren’t the place for food. Hungry people are the place for food,” Bill reflects, underscoring their philanthropic philosophy.

Honoring History, Embracing Change

The Wayside Inn’s transformation is both respectful of its past and optimistic about its future. The Whitsons have painstakingly cleaned and renovated the space, preserving historic elements like the Tavern sign while introducing a brighter, more vibrant atmosphere. Amanda’s stories of the building’s previous owner, Leo Bernstein, and his contributions to the community—donating historic properties for a dollar, supporting the arts—highlight the legacy they hope to continue.

Clem’s Kitchen will initially serve breakfast Thursday through Sunday, with plans to expand as the community responds. The menu promises Southern staples with creative flair, family-friendly touches like a kids’ corner and tableside chocolate milk service, and a flexible approach to dinner offerings, including pop-up events and evolving dishes based on customer feedback.

Navigating Challenges and Looking Ahead

Opening a restaurant in a historic building comes with its share of hurdles, from deep cleaning to navigating regulations. The Whitsons credit their supportive landlord and collaborative relationships with local agencies for easing the process. Still, they acknowledge the broader challenges faced by small businesses, particularly the burden of compliance with regulations designed for much larger companies. Carl encourages business owners to advocate for change by reaching out to elected officials, emphasizing the importance of community voices in shaping policy.

As Clem’s Kitchen prepares to open its doors, the Whitsons are optimistic about the future—not just for their business, but for Middletown as a whole. They envision the restaurant as a gathering place that honors the town’s history, supports its residents, and inspires others to invest in the community. “This town deserves that,” Bill says. “You need to make good food. You need to give them a reason to come back.”

With their passion, experience, and commitment to service, Bill and Amanda Whitson are poised to make Clem’s Kitchen a cornerstone of Middletown’s revitalization—one meal, one event, and one act of kindness at a time.