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good spots to pause between Lewes DE and Baltimore

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Hi All,
This Friday afternoon I'm taking the ferry from Cape May to Lewes DE on my way to Baltimore. Mapquest tells me this will be a 3 + hour trip. I was wondering if there are any good spots we could catch a little rest and get some enjoyment/amusement out of.
I'll be traveling with my fiance. We are in are 30's and enjoy good food, great scenery and quirky offbeat sort of stuff. So, anything that might hit one or all 3 of those qualities would be great.

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