Between Montpelier and Burlington, US-2 follows the Winooski River Valley, lined with dairy farms. For most of the way, the road parallels the less-than-attractive concrete expanse of I-89, but a few sights along the “old road” make the two-lane route preferable. First and foremost of these is Al’s French Frys (1251 Williston Rd., 802/862-9203), east of downtown Burlington on US-2, which has been churning out great fries (sold by the quart!), burgers, hot dogs, and shakes since the 1940s. Al’s is open from lunchtime until late (midnight on summer weekends). For more architectural interest, slide in to the wooden booths of the 65-year-old Worcester Lunch Car classic Parkway Diner (1696 Williston Rd., 802/652-1155).

To escape the contemporary chaos, turn south from US-2 at the only stoplight in Richmond, where the National Historic Landmark Old Round Church, a 16-sided, two-story, white clapboard structure, stands just east of the road. The church was built in 1813 and is the communal effort of five different Protestant denominations. They eventually parted ways, and the structure lapsed into civic use, becoming the town hall. Today it is used as a meeting house, and during the summer the local historical society (802/434-2556) gives guided tours.

Williston (pop. 9,438) sits roughly 10 miles east of Burlington and less than a mile north of the freeway. Although large by local standards, Williston is a classic northern New England town, its streets lined by towering maple trees and white clapboard houses.