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Paoli  is a census-designated place in Chester County near Philadelphia, Pennsylvania, United States. It is situated in portions of two townships: Tredyffrin and Willistown. As of the 2010 census, it had a total population of 5,575.

History
The town of Paoli grew around an inn kept in 1769 by Joshua Evans, whose father bought 500 acres (200 ha) from William Penn in 1719 near the current site of the Paoli Post Office. Evans named his inn after GeneralPasquale Paoli, a Corsican, after he had received the 45th and final toast at a Saint Patrick's Daycelebration.The inn's location on the Philadelphia and Lancaster Turnpike, about 20 miles (one day's drive for a horse-drawn wagon) from Philadelphia, ensured its success.On the evening of September 20, 1777, near Paoli, General Charles Grey and nearly 5,000 British soldiers launched a surprise attack on a small regiment of Patriot troops commanded by General Anthony Wayne in what becomes known as the Paoli Massacre. Not wanting to lose the element of surprise, Grey ordered his troops to empty their muskets and to use only bayonets or swords to attack the sleeping Americans under the cover of darkness.With the help of a Loyalist spy who provided a secret password and led them to the camp, General Grey and the British launched the successful attack on the unsuspecting men of the Pennsylvania regiment, stabbing them to death as they slept. It was also alleged that the British soldiers took no prisoners during the attack, stabbing or setting fire to those who tried to surrender. Before it was over, nearly 200 Americans were killed or wounded. The Paoli Massacre became a rallying cry for the Americans against British atrocities for the rest of the Revolutionary War.The Battle of Paoli occurred in the town; the site of the battle is now part of nearby Malvern, Pennsylvania.The construction of the Main Line of Public Works across Pennsylvania enhanced the village's stature, as thePhiladelphia 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. 

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