Cutting a wide, curving wake across sapphire-blue waters, Lynn Swain slowed his runabout within sight of Smith Mountain Dam. He gestured to a small circular island, its shoreline badly eroded to vertical banks of red mud. That island, he said, is owned by American Electric Power.

The burly, white-bearded contractor owns a dock-building company and helps manage a paddle-wheel boat restaurant called Virginia Dare, one of the lake's best-known tourist attractions. Swain is one of many lake-area business owners alarmed by AEP's proposed shoreline management plan.

The plan would regulate everything below the lake's 800-foot elevation - where AEP either owns the land outright or owns a flood easement. The plan will give the company authority over the size and number of docks that can be built and makes recommendations for how to protect wildlife, fishing habitats and vegetation. It will guide and govern development on the shoreline for decades, or as long as AEP has a federal license to operate the dam.

Among other things, the power company's plan could discourage property owners from using rock to reinforce their shoreline. That's the point Swain is making.

He predicted that will leave the shoreline around Smith Mountain Lake as vulnerable to erosion as Bar Island, which 20 years from now "may be nothing but a big old shoal out there," hidden beneath the water, a danger to boats.

But it's hard to tell what effect the plan will have at this stage. "We don't really know, it's not carved in stone yet," Swain said. "It's been changing every week."

Swain and other marina operators, dock builders and developers worry that the restrictions in AEP's shoreline management plan will become a danger to their businesses.

But there are strong feelings in favor of the plan as well. Some lake residents hope it will put the brakes on residential and commercial development that has rushed along the water's edge for decades. Let the developers have their way, they say, and the lake will fall victim to clutter and sprawl.

"The builders and developers and Realtors have made millions down there," said Harry Yates, a retired doctor from Roanoke who has a lake cottage in Franklin County. "They want to continue to do that by ruining what serenity there is left on the lake."

'The missing piece'

At Smith Mountain Lake, the war of words over shoreline management and other types of zoning tends to shake down into confrontations between the people who own and develop land and those who want curbs on that development.

AEP officials maintain they take neither side in that battle; rather, the plan is intended to create uniform guidelines for development, environmental preservation and recreational use of the lake.

AEP expects that having a shoreline management plan will help the company in 2010 renew its Federal Energy Regulatory Commission license to operate the lake's hydroelectric dam.

The principal counties bordering the lake, Bedford and Franklin, have complained that the power company has pushed the plan through too fast. In June the counties reached an accord with AEP on many of the plan's restrictions, but elected officials from both counties have continued to voice reservations.

And even though some regulations have been loosened, many business owners and residents still aren't happy. "The counties should not endorse this," said Franklin County developer Ed Waters, who owns Bridgewater Plaza near Hales Ford Bridge.

"Nobody's going to get everything they want," said Steve Campbell, who represents the Association of Lake Area Communities on the steering committee that has helped shape the plan.

On July 3, AEP released a draft of the plan to the public and since then it has received about 120 comments. But it's unclear if many of the thousands of residents the plan affects have seen any of it. At the June steering committee meeting that preceded the draft's release, Franklin County Supervisor Charles Poindexter told reporters, "I think the homeowner is the missing piece of the puzzle today."

AEP's deadline for public comment is Aug. 13. The company intends to submit the final draft to FERC on Aug. 31 and to begin enforcing the plan once it's submitted. It's unclear how likely FERC is to approve the plan, or whether the agency will require any changes. FERC's review process could take 18 months, during which it will take public comments.

Franklin County Supervisor Charles Wagner said he worries FERC will change the plan to make it more restrictive. "We're at their mercy."

Though factions continue to squabble over the final draft, some residents and politicians see the shoreline management plan as just a small part of the process that will truly shape the lake's future. They hope that the new license will make provisions for many of the water-quality issues already troubling the lake.

Bedford County Administrator Bill Rolfe said dealing with a company such as AEP that has a long local history and strong community ties is easier than dealing with federal bureaucrats.

"We feel more comfortable that we can have some pressure on AEP to make the right decisions," Rolfe said.

Why do this now?

To put its plan together, AEP invited county governments, state agencies and lake organizations to send representatives to form a steering committee, which began private meetings in May 2001. They've also held four public meetings in 2002 and 2003 where citizens could pick up copies of pieces of the proposal and offer suggestions. That's led some prominent lake figures, such as Smith Mountain Lake Association President Ralph Brush, to say AEP has been more than generous in allowing public input into its plan.

But the process has put a question in the minds of many residents and business owners. It was voiced at May's Franklin County Board of Supervisors meeting by Snow Creek supervisor Page Matherly: Why does AEP suddenly want so much power?

That's a misperception, AEP spokesman Todd Burns said. FERC and its licensee, AEP, have always had jurisdiction over the lake's shoreline.

AEP officials say its federal license requires the company to act as steward for the lake's recreational, scenic and environmental values. But what's lacking is a definition of those values, Burns said. The shoreline management plan defines them, he said.

But Ron Willard, the biggest developer at Smith Mountain Lake, has serious questions about the plan's usefulness, because so much of the shoreline is already developed.

"Shoreline management is almost too late," he said. AEP, the counties and the media should have anticipated the explosion of development at the lake a long time ago. "They did not do their job."

"Implementing a plan at this time is not 'too late,' " AEP's Burns said. "There's still a lot of development potential at the lake."

'On Golden Pond'

Many voices have protested the plan over the past few months. Both Franklin and Bedford county officials have criticized AEP's tactic of keeping the steering committee meetings closed to the public. AEP officials insist the company has been as open as it needs to be and they note that minutes from the steering committee meetings are posted on its Web site.

But have enough people been paying attention?

AEP mailed 10,000 cards explaining how to get a copy of the plan. But in the month since the July 3 release, the company has received only about 120 comments, Burns said.

Many of the regulations that stirred controversy in preliminary drafts remain in place. The plan strongly encourages developers and homeowners to use plants rather than rock to stop shoreline erosion. Future homeowners could be required to get a permit to remove any vegetation, including fallen trees, below the 800-foot contour.

Real estate agent Glenda McDaniel said that could ruin property values. Well-groomed lawns "are going to start looking like 'On Golden Pond,' " she predicted.

"In five years you may have trees blocking your view," she said. "That is not what Smith Mountain Lake's all about."

Poindexter, the Franklin County supervisor, said the shoreline management plan could have a drastic effect on people who have bought lakefront lots for future retirement homes but haven't yet started building. Lot owners might discover they're not allowed to build a dock, he noted. That's because the plan would require a lot owner to have at least 100 feet of shoreline to install a dock.

Because of the new provisions, dock builders are rushing to get construction started before the plan takes effect, Swain said.

Fears of what the plan will do to lakeside businesses caused marina operators and dock builders to incorporate their own lobbying organizations. "We had to," Swain said. "We had to stand up for what we believe."

When asked to answer complaints such as these, AEP spokesmen sound mystified as to why there would be any criticism.

What developers don't seem to realize, said AEP's Burns, is that they'll actually benefit from AEP's enforcement of the plan. That is because the power company will become a one-stop shop for permits on most development, and it will issue decisions quickly. Right now, those same developers have to undergo a review process by FERC that can take months to wend its way through the federal bureaucracy.

And there is no shortage of residents who welcome the plan, which has received a strong endorsement from the Smith Mountain Lake Association board of directors.

"I don't know what the Franklin County or Bedford County plans are for this lake," Moneta resident Mary Hockersmith said. "AEP at least is trying to protect it."

The counties tend to serve the interests of the developers, she said. Lake lots "are getting smaller and smaller and more expensive, but they turn around and want to have these 10 million boat docks in a little bit of a cove."

Bedford County Administrator Bill Rolfe also disagrees with the developers.

"Twenty years from now, people will say, 'Thank God we have this,' " Rolfe said.

Anticipating the explosion

Despite the grumbling over the shoreline proposal, development at the lake doesn't appear to be slowing down. Nor does it appear that the electric utility or federal regulators are doing anything to hinder it.

According to AEP, as of July 2002 there were 6,887 docks on Smith Mountain Lake, or about one for every five residents who live in the lake area. Since 1998, FERC has fielded applications for 65 docks with 957 slips. AEP also was preparing to forward a 29-dock project that would add 370 boat slips to FERC for approval. So far, the federal agency has approved every project, Burns said.

Some residents are resigned to the notion that the growth will continue, both along the lake and on the roads that lead there.

"How do you stop development?" asked Paul Ferguson, who spends the summer months living on Smith Mountain Lake. "You can't. If some place has something to offer that's good, if people can afford it, they'll want to be there."

Ferguson would like to see more stores near the lake, maybe even a medical center. It looks like that will one day happen.

Bedford County intends to pay $6 million for water and sewer lines down Virginia 122. With financial assistance from Franklin County, Bedford County is building a million-gallon water tank that will serve residents on both sides of Hales Ford Bridge.

Franklin County officials believe bringing the water down the Virginia 122 corridor will cause commercial development to explode on both the Bedford and Franklin sides.

But Bedford's water-sewer plan is dependent on an offer from some lake-area business owners on the Bedford side, including lake developer John White. They have offered to put up $2.5 million of the $6 million price tag. And White is threatening to renege because projects he wants to develop could be killed by the shoreline plan.

White plans to build three docks with 134 boat slips on the east side of Hales Ford Bridge as part of a 100-unit condominium vacation complex. He also intends to build four condo-style hotels at his 1,000-acre Mariners Landing development near the Gills Creek section of the lake in Bedford County. But he has threatened to hold off on his developments because of multifamily dock restrictions in the plan.

"Everything on this lake is contingent on the docks," White said.

Bedford County officials have gone to bat for him and say they'll ask AEP to modify the latest draft of the shoreline plan to address his concerns.

White, however, remains convinced that AEP has sided with residents who want no more growth at the lake.

"The shoreline management plan is dead set against development on this lake," White said.

'Everywhere you look'

Some developers aren't waiting for the water to arrive. Ron Willard's Westlake Towne Center already has its own 150,000-gallon tank. Willard used traffic statistics to persuade the initially reluctant Kroger Corp. to put a store in his ambitious project, which if he has his way will eventually include a 60-unit assisted-living facility and a nine-hole golf course. He also intends to build a movie theater.

Though he's skeptical about the shoreline management plan, Willard supports stricter zoning rules Franklin County created to govern the aesthetics of new commercial development at rapidly expanding Westlake Corner. Other Westlake business owners are fighting those new ordinances in court. While that happens, there are moves afoot to expand the zoning restrictions.

At a March Franklin County supervisors meeting, Boone supervisor David Hurt advocated extending the Westlake zoning overlay to cover the entire Virginia 122 corridor on the Franklin County side. In an April meeting of the Smith Mountain Lake Association, board members discussed lobbying Bedford County to adopt similar measures.

Hurt believes that because of the lake, Burnt Chimney will eventually explode with commercial growth the way Westlake Corner has begun to. "It's certainly put a lot of growth pressure in Franklin County," he said, adding that he's concerned that farmlands and fields will disappear. "I hope we don't lose our culture in the process and turn into Anywhere, U.S.A."

Even lake residents who question aspects of AEP's shoreline management plan still see a need for some sort of control of development. "Everywhere you look, you'll see construction going on," Penhook resident Roger Lewis said. "I'm just afraid that the only pristine land that'll be left is what AEP owns."

The challenge comes down to how to strike a balance.

"The young people have got to have a place to live, but we still need something nice-looking," Poindexter said.

Who will be responsible?

Every stakeholder involved with the lake agrees its water quality needs to be maintained. But the question of who should be responsible has led to finger-pointing and to some unusual proposals.

There's an increasingly vocal contingent of residents and business owners who believe AEP should be responsible for maintaining the lake, or that at the very least, lake maintenance issues should be addressed in AEP's new FERC license.

Some of the provisions in the shoreline management plan, such as restrictions on removing vegetation and use of fertilizer, are intended to address water quality. "Water quality at the lake is absolutely essential," Poindexter said. "Some of our practices are going to have to change."

But Poindexter doesn't believe water quality stops with homeowners and developers. At supervisors' meetings, he has rattled off issues he wants to see resolved in the shoreline management plan or the new FERC license, including: more careful management of lake levels; combating invasive water weeds; preventing shoreline erosion; cleaning up debris; placing and maintaining navigational markers; coping with the silt that's slowly filling the lake.

"AEP has not done anything to control silting," he said. "It makes land unusable as waterfront property."

Water-quality issues are generally a state responsibility, FERC spokeswoman Celeste Miller said. But the state cut funds for water-quality monitoring in its current budget and in the budget for next year.

Meanwhile, AEP spokesman Burns said the company isn't sure it wants that additional responsibility. It could be costly to AEP, and that would translate into higher bills for its electric customers, Burns said.

The relicensing process involves a range of interests even broader than those attempting to steer the shoreline management plan. The list of stakeholders attending the November 2002 relicensing meeting includes the U.S. Army Corps of Engineers, federal wildlife and geological departments, and counties, towns and water management organizations based downstream of the Leesville Dam.

And these stakeholders bring their own sets of conflicts.

Flowing downstream

Many year-round residents are still upset over the levels the lake dropped to during last year's drought. When water levels are too low, underwater obstacles are closer to the surface and create hazards for boaters. And floating docks can drop far below the piers they are attached to, making it difficult for people to get to their boats.

AEP officials say that during the drought the company had to let the lake drop to about 4 feet below full pond because factories downstream from the lake depend on a certain amount of water to be released each day.

But some residents are far from satisfied. "The critical factor in lake level is access from your dock," Pittsylvania County resident John Lindsey said. "The water level fluctuates a lot more than it used to."

McDaniel, the real estate developer, wonders if local governments should try to take over the lake from AEP. She'd prefer it if the counties were in control of shoreline management and the FERC license. "Franklin County and Bedford County could form a public authority to run this license" and sell the electricity back to AEP.

That would give residents of both counties some political muscle, noted Union Hall resident Michael Pagans. "We have no control over AEP. We do have control of the board of supervisors," he said.

AEP has set aside $5 million for the relicensing process, Burns said. Meetings concerning AEP's application to renew its license have already begun, and, unlike the shoreline management process, all of the relicensing meetings are open to the public. The next meeting will be from 10 a.m. to 3 p.m. Aug. 20 at AEP's Rocky Mount office.

Those who are following the relicensing believe it will determine the future of the lake for decades to come.

"If the lake is not being taken care of," Penhook resident Bill Bales said, "then the economic development is going to slow down and eventually die."