Upperville is a small unincorporated town in Fauquier County, Virginia, United States, along U.S. Route 50 fifty miles from downtown Washington, D.C.. Founded in the 1790s along Pantherskin Creek, it was originally named Carrstown by first settler Josephus Carr. Through an 1819 Act passed by the Virginia General Assembly, the name was changed to Upperville.John Updike wrote of Upperville in his sardonic 1961 poem Upon Learning That a Town Exists Called Upperville.