When you cross the Minnesota-Wisconsin border — zipping across the eight-lane highway above the St. Croix River — something happens. At least, locals in Hudson like to think so. “You come over that bridge and people say the blood pressure just drops,” said Ruth Misenko, a local gallery owner.

There’s almost a hypnotic calm to Hudson’s historic downtown. As the seasons change along the river — painting the leaves the color of autumn — visitors pour into town seeking scenic views (and on Sundays, off-sale booze). Once there, out-of-towners are surprised to find a thriving bar, restaurant and shopping scene. Just don’t miss that first exit as you cross the bridge. Pass it and you’ll end up “on the hill,” the part of town where you’ll find every big-box retailer known to consumerism.

And there’s nothing historic about that.

An essential hot mess

But wait. Every trip to Hudson should start outside of Hudson — in Bayport. This town across the river is home to Not Justa Cafe, a classic diner filled with Hudson residents who swear by the greasy breakfasts (each hash plate is called a “mess”). Sit at the 12-seat counter where the waitresses turn on the charm but also serve up a bit of ’tude. (Their shirts read “If you’re gonna be a turd, go lay in the yard.”) It’s best to judge a place like this by how it treats its regulars — guys such as Rick Wondra. He eats here so often, he has his own mug (“Rick’s mug”), which is only used for ice tea. “They keep it chilled,” he said. He also has his own hot sauce under the counter. At a no-frills institution like this, that’s royalty. (177 3rd St. N., Bayport, 651-275-8900)

Welcome to the beer cave

It seems like every shop in town claims to be “historic” — even the booze store. Like a fine stout, Historic Casanova Liquor has aged well. Built into the side of a hill, the building dates to 1896, when a brewery stored its beer in a hand-dug limestone cave. Today, the cavern is still used during the store’s beer and wine fests. The cave is a sight to see, but beer geeks come here (especially Minnesotans on Sundays) to stock up on the shop’s acclaimed selection of craft beer. A main draw: New Glarus, Wisconsin’s eternally buzzed-about brewery, which doesn’t distribute over the border. Ask the staff for other picks, too. Owner Tyrrell Gaffer says they test every beer. “It’s kind of a quality check,” he said. “It’s a rough job.” (236 Coulee Road, 1-715-386-2545)

Tour de Hudson

After 30 years in business, the titular owner of Art Doyle’s Spokes and Pedals says he has the right to tweak this old saying: “The butcher, the baker, the candlestick maker and the bike shop.” Avid cyclists make his shop a must-stop. Beyond the deep inventory, visitors also will find a mini-museum. Hanging from the ceiling are classic frames and old jerseys. On a recent afternoon, a cyclist named Trevor Nissen made a pit stop during his cross-country trek from San Francisco to Maine. With beads of sweat dotting his forehead, he looked up at the vintage memorabilia and said, “The old hanging wool jerseys are pretty cool. They speak to bygone days.” Wax on, extreme cycling dude. (607 2nd St., 1-715-386-8500)

Eight-sided history lesson

Random fact: octagon-shaped houses were once a hot real estate trend. Exhibit A: Hudson’s Octagon House, a peculiar-home-turned-museum. “It was the cool thing to do in the 1850s,” tour guide Heidi Rushmann will tell you. Since 1964, the octo-house has amused visitors with its one-hour tours. More than just a jaunt through an oddly shaped former residence, the tours showcase the mid-Victorian lifestyle. Rushmann will quiz visitors on the funky period pieces decorating the many rooms (ask about the “food pusher”). On a recent tour she showed a group of kids a chamber pot that could be mistaken for a cookie jar: “But you don’t want to eat out of it — trust me!” she said. Tours are $9 for adults and $2-$3 for kids. Jokes are free. (Open noon-4:30 p.m. Sat.-Sun. through mid-Dec., 1004 3rd St., 1-715-386-2654)

Hit the water

One block off the historic main strip is Lakefront Park (never mind that it overlooks the river), where you’ll find the Hudson Pier. This massive concrete slab juts hundreds of yards into the St. Croix, stopping just 100 feet from the Minnesota shoreline. It’s a scenic stroll (and there’s a beach at the end), but the best way to take in the changing fall colors is a cruise. Afton-Hudson Cruise Lines charters riverboats from the pier for daily lunch and dinner excursions (fajita night is Wed. and Thu.). The two-hour journey takes you down the river and back, offering a view of the bluffs you just can’t get from shore. Prices range from $25 to $36. Hurry, fall color cruises end Oct. 19. (www.stcroixrivercruises.com)

Martha approved

At Knoke’s, life is like a box of chocolates — you never know what kind of customer you’re gonna get. Last year, the chocolatier was paid a surprise visit by Martha Stewart. When the domestic diva made her impromptu visit, “she was very serious — not a lot of silliness out of her,” said longtime manager Susan Tiernay. But Stewart let her guard down after purchasing a pair of wax lips, even modeling them for a Facebook photo. Knoke’s is a must stop for out-of-towners (celeb or not), especially since it moved into its new building, which housed a candy store for the first half of the 20th century. Pro tip: The shop is open every night until 10 p.m., making it an ideal post-dinner stop for couples looking to find romance in a box of European-styled truffles. (220 Locust St., 1-715-381-9866)

Touchy-feely art

Recently overheard at the Seasons of St. Croix Gallery: “The felters in this country have gone crazy in the past few years in terms of creativity.” That’s right, felters gone wild. If you’re looking for a taste of fiber art, this is the place. The gallery, owned by Misenko, is located in an old 1940s creamery. It’s basically three art spaces in one, exhibiting 170 artists, many of them living within 50 miles of Hudson. There’s the traditional gallery — typically showcasing local 2-D art — plus a clay studio and the aforementioned fiber lab, dubbed Heartfelt Silks. Turns out October is “fabulous fibre month” with workshops and an exhibit. (401 2nd St., 1-715-381-2906)

Boutique buzz

Shopping in an old-timey downtown typically means antiques overload. Do you really need another dusty ceramic lamp shaped like a cat? Hudson loves its antiques, but it also is home to an independent boutique scene on par with any trendy neighborhood in Minneapolis. With its chic brands, think of La Rue Marche as the “it” girl on the block. Pangea is a jewelry shop known for its collection of freshwater pearls. Et Cetera is filled with cutesy home decor you didn’t know you needed.

Then there’s Lavender Thymes. For more than 20 years, the gift shop and clothing store has stayed on trend, offering everything from the latest plush kids toys to the season’s coveted statement sweaters for women. It’s also one of the rare metro-area shops carrying the entire line of Thymes, the Minneapolis-based fragrance giant. But rather than toot her own horn, owner Michele Lindmann seemed most excited about talking up her neighbors. “We’re all trying to work together,” she’ll say. On Nov. 6, the shops will host a “Girls Night Out.” (512 2nd St., 1-715-386-3866)

Dinner, plus a party

You can’t throw a foam cheddarhead without hitting the front door of a restaurant around here. More than 15 eating and drinking establishments are packed into a mere three-block stretch. In the past few years, new additions such as Bricks, Stone Tap, Smilin’ Moose and Urban Olive have helped solidify the indie food scene. Don’t forget about the standbys, such as the always-rocking patio at Pier 500 (overlooking the pier) and San Pedro’s, a Caribbean restaurant that has been a local favorite for more than a decade (get the smoked duck nachos).

But there’s something you should know. As the evening winds down and the restaurants serve their last table, the idyllic old-town-by-the-water vibe changes. Beer is slammed. Shot glasses are poured. And the bar scene erupts. “It’s this transition that happens magically at night,” joked Misenko, the gallery owner. While you might not find her doing keg stands, even she knows a party bar such as Dick’s is an integral part of experiencing Hudson. “Dick’s is an icon; it’s been here forever,” she said. (111 Walnut St., 1-715-386-5222)

Pints with a side of patriotism

If you’re gonna have a theme, you might as well go all in. The two-year-old American Sky Brewing Co. loves (loves!) U.S. military aviation. Thus, its warehouse taproom is called the Hangar. The bar looks like it was constructed out of a jet fighter wing, rivets and all. Regulars bring in old military portraits of their dads and dads’ dads to hang on the wall. The beers are named Tailgunner and Hellcat. And then there’s this tagline: “Let freedom pour.” As Hudson’s first brewery since Prohibition, locals are lapping it up. A particularly popular taproom beer is a smooth-tasting milk stout called American Velvet. “People get mad if we don’t have it,” said assistant brewer Brian Priefer. “Like pitchforks and torches, dude.” (1510 Swasey St., 651-503-3165)