Driving through his native Portland one afternoon in 1983, Mike McMenamin, an out-of-work beverage wholesaler, passed a scruffy old bar that had recently closed down. He had enjoyed some good times there in the past, so he pulled over to talk to the landlord, who was busy cleaning up. By the time McMenamin got back in his car, he'd leased the spot. "I had a young family and I had to get something going," says the entrepreneur, who now presides over a $70 million empire of 52 eccentric brewpubs and hotels throughout the Pacific Northwest. "And I'd always been a tavern guy."

He envisioned a neighborhood hangout where anyone—families, couples, old guys with stories to tell—could drop by for burgers and beer. He gave the place a scouring and tore the gloomy coverings off the windows. But the only indication that this might be the start of something really special was his installation of a 3,000-pound barley mill.

Several years before, McMenamin had bought the gargantuan mill from a defunct brewery, having no idea what he was going to do with it. "I've always been intrigued by oddball stuff," says McMenamin, in what amounts to a colossal understatement. The mill had just been gathering dust in a garage, so he and eight friends wrestled the massive contraption through the front window of the pub, which he christened the Barley Mill.

And so a white elephant became the centerpiece of McMenamin's first venture. In the intervening 21 years, Mike and his brother, Brian, have built a company by breathing new life into other white elephants from Salem to Seattle. (Mike, 52, typically focuses on the creative end of the business, while Brian, 46, handles operations, though they each do a lot of both.) They've saved a beloved school from the wrecking ball by transforming it into an idiosyncratic hotel. A former home for the destitute is now a resort; ditto a Masonic Lodge. Their newest project: a hotel in a onetime parochial school in Bend, Ore.

Here's the McMenamins paradox, which is also key to their success: Most of the properties are unique—often outlandishly so. Yet each is also instantly recognizable as "a McMenamins." How exactly do they manage to pull that off?

The Barley Mill was fairly popular, and McMenamin opened two more low-key Portland pubs over the next year. But as Brian puts it, "Things were just plugging along" until 1985 when the Oregon legislature struck down a law forbidding bars to brew their own beer. The brothers had lobbied hard for the change; Mike wanted to try beer making.

"Oregon definitely has a do-it-yourself attitude, a grass-roots spirit from the 1960s and '70s," says Mike. With his full white beard, spectacles, and ardent enthusiasm for J.R.R. Tolkien and the Grateful Dead, Mike is that spirit made flesh.

Within just three months of their victory with the legislature, the brothers opened the Hillsdale, the state's first brewpub, in Portland. "It was a real turning point," Mike says. "The beer got better and word got out. We started seeing all the things a pub could be."

For instance, a pub could also be a movie theater. Why not have a pint while taking in a film? In 1987, the McMenamins purchased a 75-year-old church and opened the Mission, Oregon's first brewpub-theater. (They now operate seven.) The venture also marked the start of a romance with old buildings. "We got into them because they were cheaper," Brian says. "Then we started to love them. We did some strip mall places, which were nice, but you had to create the character."

Character wasn't a problem when, in 1990, the brothers paid about $500,000 for the former Multnomah County Poor Farm in Troutdale—38 rolling acres dotted with decrepit outbuildings and a severe Georgian manor. "It was around this time that we realized, oh my God, this isn't just selling beer, this is a whole other ball game," Mike says.

The manor became their first hotel, which they named the Edgefield. Far from papering over its unglamorous past, they celebrated it. Copies of the original farm rules were hung on the walls (all inmates must have a bath at least once a week) along with old photos of former residents knitting and hoeing. Creepy? Less so than you might expect. Because where the poor farm once grew potatoes, the brothers planted grapes and laid out a golf course; the infirmary was replaced by a winery, the cannery with a brewery, the power station with a movie theater and pub. "I love it there," says Portland schoolteacher Julie Krom, who visits the Edgefield five or six times a year. "I love that there are no phones or TVs; I love just sitting on the big porch in a rocker." She celebrated her 30th birthday at the Edgefield and will soon be married there. Her favorite spot: the former incinerator, which has been transformed into a tiny pub called the Little Red Shed. Overgrown with briars like something out of Beatrix Potter, it contains just a bar, a few spindly chairs, a fireplace, and a brick floor.

The Shed is the most pared-down example of the "McMenamins look." Mike explains: "If you could distill down what we're trying to do, that's what you'd end up with. It's unsophisticated and real, just the plants, the squirrels, the fire, and talking with your neighbor."

McMenamins beer is good, but there's a lot of good beer around; the same goes for the food. Moreover, service throughout the empire is notoriously lackadai- sical. Ultimately, it's the look of these places that's irresistible. "San Francisco's North Beach is our inspiration," Mike says. "Specs. Vesuvio's. Tosca. We go there to find out what gives a neighborhood that bohemian feel."

Then again, a man who buys a 3,000-pound barley mill on impulse needs little help creating a bohemian feel. Over the years McMenamin has filled warehouses with bizarre acquisitions. Point out almost any lamp on the shelf and Mike can likely tell you where he bought it and how much he paid.

The funky furnishings are part of the look; the art, which finds its way into every nook and cranny, is another. "If there's something there, we'll decorate it," says staff artist Lyle Hehn, who was first hired to paint the door to a pub's brewery operations to keep patrons from barging in. do not enter would have sufficed. Instead, Hehn painted a Seuss-style hand holding a goofy-looking stein of beer and pointing toward the patio. "It's a blast," Hehn says. "I go to work at night with some music, some metal or reggae, and have no idea what I'm going to do. Sometimes I have history to go by, but other times, like when I have to paint a heater or a pipe elbow, I just pull something out of my head." The final effect—layered, whimsical, baroque—is not only handsome, but often tells an entertaining story about the place.

No project better embodies the McMenamins' approach than the revival of the old Olympic Club in blue-collar Centralia, Wash. It was 1993, and Mike was driving to Seattle for the opening of a pub when he decided to stop off at one of his favorite "oddball" spots, Richart's Ruins. On a residential Centralia street, retired teacher Richard Tracy has for years filled his yard with a labyrinth of sculptures made from Styrofoam, washtubs, and other household detritus. The neighbors hate it; Mike, of course, loves it.

But this afternoon Mike lost his way and ended up in Centralia's little-visited downtown, where he saw the glint of beveled glass in the window of a bar. And if there's anything Mike McMenamin loves more than a nutty folk-art installation, it's a venerable watering hole. He stopped for a beer. Inside, a handful of pool tables stood covered with tarps; others were in pieces stacked in a corner. The dropped ceilings were mottled with water stains and a lone employee rang up Mike's drink on an ancient cash register. A dying bar in a sleepy town . . . McMenamin wandered up the block to talk to a lawyer, drove to Seattle—"with a big smile on my face," he says—and two weeks later owned the 85-year-old Olympic Club plus an adjoining flophouse, the Oxford Hotel.

The property was a mess, but it had extraordinary period details and was crammed with fascinating odds and ends. Antique tankards, pinball machines, fading photographs, Tiffany-style lamps, and a bag of gold dust were stuffed in the maze of filthy basements and locked rooms. Tim Hills, a historian who has worked for the McMenamins since 1995, excavated the memorabilia, then began interviewing old Oly Club patrons. The pub reopened a month later with its pool tables repaired, Oriental rugs covering the floors, and the original Round Oak stove blazing away in the middle of it all.

Meanwhile, the oral histories Hills collected became the focal point of the creaky hotel next door. Each unpretentious room (many have bunks; bath-rooms are in the hall) is dedicated to a former Oly Club patron or distinguished Centralian, and the walls tell their tales. ray bush, age 66, is a short stocky man with a lot of bravado, a fiery spirit, and a pack full of stories, you'll find in painted letters in Room 22, along with a portrait of the grave-looking Bush. he was called by many locals the best snooker player in memory . . .

"It's a playful take on local history," says Michael Houser, architectural historian for the State of Washington. "Their places are not museum pieces, but actual working, breathing buildings that still have that historical feeling."

Visitors seem to like the whimsy. Rail traffic to Centralia surged 16 percent in the year after the hotel opened and the pub is often packed with locals and visitors alike. "A lot of people look at Starbucks as an indicator that a neighborhood is on the way up," says Dave Eatwell, economic development coordinator for downtown Centralia. "But I'll take a McMenamins any day. They attract more people and they don't shoehorn some monolithic design into an otherwise contiguous architectural district. They use and embellish the architecture that's already there."

The embellishment occasionally gets them in trouble. While the McMenamins like to retain the mood of a spot, they also like to have fun with it. "Mike and Brian have always said, there's the history of the place, and then there's our history," Hills says. "So as soon as we move in, the experience of the staff and customers becomes part of the history."

But do irreverent murals of snooker players really belong on the walls of an antique building? Not according to some preservationists. "The McMenamins are pretty free-spirited," says James Hamrick of Oregon's State Historic Preservation Office. Mike says that his "free-spirited" approach has cost his company millions in preservation tax breaks.

Most experts, however, seem to like what they see. "We may quibble about the details, but they've brought these buildings back to life in a way that's really unmatched," says Anthony Veerkamp, senior program officer with the National Trust for Historic Preservation. "It may not be textbook preservation, but it's certainly community revitalization."

Take this scene on a chilly Friday night in late February. School's been out at Portland's Kennedy Elementary since 1980, but the Italian Renaissance Revival building, slated for destruction until locals begged the McMenamins to step in, is buzzing with activity. All 35 guest rooms—converted classrooms with both beds and chalkboards—are booked. A few people are enjoying cocktails in the ornate, dimly lit Honors Bar, while the former cafeteria, now the Courtyard Restaurant, is packed. Love Actually is showing in the old auditorium (seating is a motley assortment of comfy chairs and sofas), and in the gym, families with little kids are listening to a bluegrass band. Other guests are wandering the halls looking at what's on display: a photo of Mr. Ploeg's 1971-72 fifth grade class. Lyle Hehn's vivid portrait of the school's bug-eyed namesake, businessman J.D. Kennedy. A gorgeous mural of Kennedy school students dancing around a maypole. Among other things, the Kennedy is a great gallery.

It's a huge hit, this multiuse community center where you can also party. The McMenamins hope to achieve something similar with their new St. Francis School in Bend. Tim Hills has been debriefing former teachers, alumni, and neighbors; Mike found a gigantic chandelier festooned with cobra heads, which he plans to hang over the bar. The St. Francis is expected to function much the way the Kennedy does—but this time the brothers have tossed a bakery into the mix.

A bakery? As Mike puts it: "Jerry Garcia always said he couldn't play the song the same way twice. It's like that with us."

Photography by Robbie McClaran

This article was first published in November 2004. Some facts may have aged gracelessly. Please call ahead to verify information.