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As early as next summer, luxury homes could start sprouting at Whitehall in Spotsylvania County.

The proposed development, on 1,563 acres north of Todds Tavern, would have 116 lots ranging in size from 2 to 9 acres. That's what the developers, Diane Cox Basheer Properties of Vienna and T&E Associates of Fairfax, are allowed to build by right under the county's zoning ordinance.

But that's not what was originally planned. And how the project has evolved in the two years since it was proposed has been an eye-opener for the developers, county officials, neighbors and preservationists.

The developers sought to rezone the land to build approximately 500 high-end homes and up to 40,000 square feet of businesses. The land, zoned rural and agricultural, fronts on Herndon and Brock roads and Jackson Trail East in the Livingston District.

The companies needed the rezoning for higher density on the site, and sweetened the pot with a $5 million cash proffer.

Another carrot dangled before county officials was the offer to donate 181 acres to the Central Virginia Battlefields Trust after the first house was built. In addition, the trust was to receive $100 per house to be used for acquiring historically significant land in Spotsylvania.

Preservationists were excited about the prospect of acquiring land adjacent to Fredericksburg and Spotsylvania National Military Park.

But no amount of incentives could quell concerns of neighbors who turned out in force at two meetings earlier this year--one in March and one in May--warning of the impact the project would have on schools and on traffic along Herndon Road. At the May meeting, Livingston District Supervisor T.C. Waddy--who had reservations about the project from the beginning--came out against it.