Noodleheads is out of this world.

Culpeper’s newest restaurant, located at 201 S East St., combines a scientific, space theme with one of the most iconic comfort foods in the world - mac and cheese.

Owned by Culpeper residents Caroline Graham and Martha Bickers and managed by Tara Moylan, the restaurant hosted its grand opening with the Culpeper Chamber of Commerce and Culpeper Renaissance Inc. Nov. 7.

Graham, who owns the building, started to think late last year about what to do after the previous tenant left. Her son Mark suggested they should open their own place and his favorite food is mac and cheese. The rest just came together perfectly Moylan said.

“Just like macaroni and cheese does,” she said with a hearty laugh.

Mac and cheese was brought to the United States by President Thomas Jefferson, and Noodleheads is proud to continue on that regional tradition in Culpeper.

“It’s kind of an uncommon thing,” Moylan said. “We’re the only place around here doing it.”

It only seemed fitting that the grand opening was hosted on a cool November afternoon, when a warm bowl of cheesy noodles helped warm the soul. While this is like your grandma’s mac and cheese, there are twists. They offer a classic mac but then spice it up with bacon, a pizza mac, a chicken alfredo mac, parmesan noodles, a taco mac or a mushroom mac.

“Mac and cheese is like the pinnacle of comfort food and it makes a great base,” Moylan said.“Imagine a pizza restaurant but instead of a pizza crust, we’re going to give you super delicious mac and cheese with different toppings.”

The business is focused on the family - as obviously little kids are drawn to the ooey gooey goodness of mac and cheese.

“Besides the food, we’re interested in having some children’s programming, educational programming and family friendly stuff during the day,” Moylan said.

Once Noodleheads acquires their ABC liquor license in the next few weeks, they plan to offer trivia, karaoke and game night for adults in the later evenings.

Moylan laughs when she said they are going for “geek chic,” catering not only to families but to the revitalized “nerd aesthetic” that has become popular in the last few years with the rise of comic book movies, board games and more.

With that in mind, they’ll offer specials every month - either via food or programming - to keep people coming back for something new.

“We hope have a couple of specials every month that are seasonal,” Graham said.

“Part of the objective is being as green as possible,” Moylan said. “Using season ingredients I think ties into that.”

Their logo, designed by local graphic designer Beth Spillman, conveys the outer space theme as three aliens - with noodles for hair - pop up over a cast iron “saucer.” The name came about as they discussed the venture on a Facebook group chat - one they named Noodleheads.

It stuck - like a perfectly well-done noodle sticking to a wall.

Noodleheads employs 15 full and part time employees and is open from 11 a.m. to 8 p.m. Tuesday through Saturday. Visit their Facebook page at or call (540) 727-0679.

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