Pity the poor menhaden. It's the Rodney Dangerfield of fish. Nobody's ever heard of it, yet it accounts for roughly 40 percent of all U.S. fish exports. Full of bones and extremely oily, it's considered unfit for human consumption -- but its oil is used to make everything from lipstick to cat food, and it's loaded with omega-3 fatty acids, those "good fats" you keep reading about. That makes the silvery little fish an extremely lucrative commodity to companies like Houston-based Omega Protein Corp., which operates a $17 million menhaden processing plant in Reedville, Va., in the Northern Neck. It's the second-largest commercial fishery in the country by weight.

I hadn't thought much about menhaden (also known as bunker, porgy, bugmouth, fatback, alewife, shad and shiner, among other things) before I went to the Northern Neck. I had driven three hours southeast from Washington on an end-of-summer weekend lark, crossing the Rappahannock River and making my way through the rolling farmland and piney woods of this little-known, low-key peninsula. I'd heard it was an earlier, purer version of Maryland's Eastern Shore, a world removed from such Chesapeake Bay hotbeds as St. Michaels.

"That's near Norfolk, right?" friends had asked when I'd described where I was headed. And, "Is that on the Eastern Shore?"

Close, but no. Virginia's northernmost peninsula is bounded by the Potomac River on the north, the Rappahannock on the south and the Chesapeake Bay on the east. It's a good 100 miles north of Norfolk.

There are no "name" towns here, no tourist mobs (although locals say that's changing fast). It's a place of great natural beauty and a rich colonial past, where restored plantations and presidential birthplaces keep company with fishing charter outfits and farmers' markets, and hard-working watermen get up early to haul in the day's catch. And everyone, it seems, has a backyard dock with a killer view.

Once on the peninsula, I followed Route 360 to its end at the small fishing village of Reedville, downshifting both literally and metaphorically as I drove down Main Street. Which also happens to be the only street -- Reedville is definitely a contender for the "Skinniest Virginia Town" award. But what it lacks in size it more than makes up for in spectacle: Main Street, a k a Millionaire's Row, is lined with dozens of Victorian mansions, each more elaborate than the next. They were built by rich sea captains in the late 1800s and early 1900s during the town's heyday as a menhaden fishing port, when it was said to have the highest per capita income in the country.

I pulled into the driveway of the grandest house of all, a five-story brick mansion-turned-B&B, got out of the car and took a deep breath of salty air. Gack. It wasn't the bay brine that hit me but something more insidious, something almost tangible that snaked past my nostrils and lodged in the back of my throat. It was the smell of freshly processed menhaden.

Lesson No. 1: You go to a quaint fishing village, you have to deal with the, er, fish. That means processing plants and warehouses and trucks rumbling through town . . . and that arresting aroma.

No matter. The Gables has a view that puts everything else out of your mind. Five minutes after arriving I was down on the inn's dock, shoes kicked off, as seagulls wheeled overhead and a great blue heron paced the lawn like an expectant father. I lay back and studied the clouds. The only sounds were the cries of the gulls, the buzzing of insects and the lapping water.

But I couldn't resist that house for long. The Gables was built in 1909 by Capt. James Fisher with bricks he brought from his native New England as ballast in his three-masted schooner, the John B. Adams. You can see the mainmast today -- he built it into his house, along with other nautical touches, like curved handrails that look like waves, a parquet floor in the design of a setting sun, and a roof with gables oriented on the compass rose.

Later, at the town's Fishermen's Museum, I inspected a 1911 skipjack and watched a video on, what else, the menhaden industry. Sponsored by Omega Protein, it focused on the multitude of practical uses for the hapless little fish, and how it's caught. Menhaden swim in large, dense schools close to the surface, so they're easy for spotter planes to locate. The planes radio fishing vessels, which surround the schools, using the "purse seine" method: The boats carry a 1,500-foot net between them and move in tight. The fish don't stand a chance, and many scientists fear their population is diminishing in alarming numbers..

The next morning I saw the system in action on a day cruise to Tangier Island, about 14 miles east. About half an hour after our passenger ferry left Reedville, we heard the spotter planes overhead. Two vessels gathered and spread their giant net. Seagulls assembled, sensing that hors d'oeuvres were about to be served. Minutes later, masses of fins surfaced as the fish tried frantically to escape.

There was a lively bunch of people aboard the Chesapeake Breeze, including some rowdy fiftysomethings on their high school reunion, an earnest Smithsonian tour group from D.C. and a handful of islanders returning home from the mainland. Ed Crockett, 59, of Raleigh, N.C., was practically hopping with excitement at the prospect of seeing his home again. He moved away at age 9 but comes back every year to visit.

Crockett filled me in on island politics (Republican), dialect (ersatz Elizabethan) and the best place to eat crab cakes. After a primer on the proper meat-to-filler ratio, I received strict orders: Eat at the Fisherman's Corner and nowhere else, and start with the seafood bisque.

Tangier's narrow streets are lined with one- and two-story frame houses, most bristling with chain-link fences, some with graves in their yards. Despite Crockett's instructions, I ended up at the homey Waterfront Restaurant, an outdoor joint popular with locals. I ordered a crab cake sandwich from a ponytailed blonde who sounded like Eliza Doolittle ("You need a re-cyte for that?") and slid in next to a picnic table full of regulars, shamelessly eavesdropping as they bantered in their delicious Cockneyfied twang. The best moment came when a crew-cut boy of about 6 sang "Jesus Loves Me" a cappella to the crowd. His uncle goaded him into it.

Back at the B&B, I curled up in the Gables' sun porch and read about Reedville's glory days, when three-masted schooners worked the bay, and 15 menhaden factories operated on Cockrell's Creek. Now it's down to one, which was processing away as I read. The more I hung around Reedville, the more I was getting used to that signature smell.

Packing up the next morning, I was sorry I hadn't found any menhaden mementos to take home. There were crab souvenirs galore, but no stuffed menhaden to dangle from a rear-view mirror, no "I {heart} Menhaden" bumper stickers.

But when I got home, I realized I did have a souvenir. I rummaged around the kitchen till I found a can of Fancy Feast, set it down for the cat and took a big whiff.

Mmmm. Menhaden.

You're never far from the water in Reedville, Va. Above, the Gables is a former sea captain's mansion turned B&B.