Paoli (/peɪˈoʊli/ pay-OH-lee) is a census-designated place (CDP) in Chester County near Philadelphia, Pennsylvania, United States.

Having intercepted General Washington's orders to General Wayne regarding British rearguard actions, Grey directed his troops to assault the small regiment of Americans commanded by Anthony Wayne in an area near his residence.

Wayne's reputation was tarnished by the high casualties suffered in the battle, and he demanded a formal court-martial to clear his name.

[citation needed] The construction of the Main Line of Public Works across Pennsylvania enhanced the village's stature, as the Philadelphia and Columbia Railroad passed through it.

This became the Pennsylvania Railroad, which built suburban commuter lines out from Philadelphia in the late 19th century, spurring the growth of that city's suburbs.

"The Homestead," the fifteen-acre farm of Colley Wilson, on the south side of Swedesford Road, was the scene of the first annual Philadelphia Folk Festival in 1962, and remained at that site until 1965.

Gene Shay, a member of the Festival committee, observed after the first Festival, the site "with its spacious grassy valleys, clean running brooks, shaded hillsides and rustic barns, supplied the perfect background for all of the musical activity."

Gary Davis, Rambling Jack Elliott, Buffy Sainte-Marie, and The Paul Butterfield Blues Band, and other performers.

[6] According to the United States Census Bureau, the CDP has a total area of 2.0 square miles (5.2 km2), all land.

The section of Paoli in Willistown Township is served by Great Valley School District.

Markley, Sugartown and General Wayne, all filter into Great Valley Middle School.

For generations, Paoli was the western terminus of Pennsylvania Railroad commuter trains coming from Philadelphia on the Main Line.

The Route 106 bus links Paoli to the other Main Line communities and the 69th Street Transportation Center.

[18] In 2016, the majority of Paoli residents were found to drive alone on their way to work, while only 10.97% took public transportation.