Along Oakland's 40th St., a short walk from both MacArthur BART and trendy Piedmont Ave., lies an underutilized commercial district that two restaurant entrepreneurs believe holds big potential -- and on which they're betting everything they've got.

Valentine's Day marks the official opening of Homeroom (400 40th St.). This new Oakland restaurant aims to make fine art from the most comfortable of comfort foods: mac & cheese...

That's right, the menu features 10 versions of mac & cheese, from classic to spicy to quirky to vegan -- plus veggie side dishes, beer and wine, and homemade desserts. Co-owners Allison Arevalo and Erin Wade say their favorite is the Mexican Mac, featuring homemade chorizo, chipotle peppers, jack cheese, and cilantro, topped w/ crispy breadcrumbs and a lime wedge.

Why mac & cheese? Wade says, "We were thinking of something that makes people smile, something that everyone could relate to and recall the happy days of childhood. A hot bowl of mac & cheese just feels good."

Arevalo elaborates: "We're both into cheese and the local food movement. This is something that's approachable, and we can source most of our ingredients locally."

Homeroom sources the vast majority of its food and drink from California. In the few cases where they had to look beyond California (like for sharp white cheddar cheese), they chose sustainable producers.

Arevalo and Wade came to Oakland a few years ago (from New York and Los Angeles, respectively). They chose this North Oakland location because, "we live in the neighborhood and we love Oakland," says Arevalo. "We wanted to do something great for this community."

After deciding to create the restaurant in December 2009, Wade and Arevalo began searching for space. The North Oakland location was not their first choice, however. According to Wade, the duo looked first at Berkeley, but they realized Oakland is "coming up," and thought it offered a better opportunity to grow a business.

After focusing their search on Oakland, Wade and Arevalo nearly signed a lease on an Uptown space. But the landlord changed his mind on the terms at the last minute. "We almost abandoned the project. But we just started again from square 1," said Wade.

That's when Oakland architect Mark Becker stepped in as the restaurant's fairy godmother. Becker owns the commercial space underneath a small group of modern-style condos at 40th and Shafter. The space had been empty for three years. Wade and Arevalo explained their vision to Becker, and their "dire" funding situation.

In July 2010, they bought the commercial space from Becker. "We put up 98% of the money ourselves," says Arevalo. "We decided not to buy homes to make this investment."

"Mark Becker cut us a great deal on this property. He took substantially less than asking price," says Wade. "He lives and works here, and he really cares about this neighborhood. In fact, his office is in the building right next door, and he owns a lot of the commercial space in this neighborhood. He's looking at moving some of his street-level tenants into upstairs office space so he can bring in more street-level retail to this corridor."

Arevalo and Wade also mentioned that since their new property lies within a municipally-defined Redevelopment Project Area, and since it meets certain criteria, the City of Oakland is chipping in $10 per square foot toward the purchase price of their property.

"We did have to pay that money up front, but the city will pay us back after the restaurant opens -- so we'll use it to pay off a big chunk of what's on our credit cards. It's a huge help," says Arevalo.

According to Wade, merchants along 40th St. east of Telegraph believe that local access to transit and proximity to other successful commercial areas offers considerable promise. "The biggest barrier to development here is that there aren't enough visible storefronts. This corridor needs more places to go to, not just drive by."

"We love this neighborhood," says Arevalo. "The people are great, and while there's a coffeeshop down the block, there's not a restaurant nearby. This neighborhood has been hungry and thirsty. We think we can be an anchor in this community."

Wade agrees. "While we've been getting the space ready, about 10 people a day pop in to ask us when we're opening and to tell us how excited they are."

Getting this space ready has been a lot of work, most of which Arevalo, Wade, and their husbands have been doing themselves to save money.

"Our husbands built tables and bar," said Wade. "We've sealed floors, designed logos for all products... We've done everything we could to make it personal."

The decor is comfortable, bright, and fun. A huge blackboard that covers a wall in the main dining area features a chalked map of California filled with doodles representing the different parts of the state, with arrows pointing the places where Homeroom sources food and drink. (This was drawn by neighborhood artist Melissa Garden Streblow.) Customer loyalty cards will be stored on-site in a repurposed library card catalog. And a large homemade hydroponic garden of succulent plants hangs on one wall.

Wade and Arevalo recently hired a staff of 14, most of whom live in Oakland. "We announced on Craigslist that we were hiring, and the morning we were taking applications, there were 150 people outside. Some slept on the sidewalk. It was the social event of the season -- a lot of people made friends standing in that line. Everyone was friendly, supportive, and excited for this restaurant."

On Valentine's Day, Homeroom officially launches with special dinner -- but this event is sold out. From Feb. 15-17 the restaurant will be open for lunch only (11am-3pm). On Feb 18, they start serving dinner. The regular schedule will be 11am-9pm weekdays (except Monday, when they're closed), and 11am-10pm weekends. Entrees range from $7.50 to $9, sides are $3, tap beers $4-5, and wines $5-8 per glass.

Learn more at Homeroom's Facebook page and web site.