VALLEY FORGE, Pa. -- In late 1777, Gen. George Washington and several thousand of his beleaguered troops fled from Philadelphia, which had been taken over by the British, and trudged 20 miles west to nurse their wounds and try to stay warm during the winter.

Besides seeking sanctuary for the winter of 1777-78, Gen. Washington wanted to put his forces between the enemy and the Continental Congress, which had fled 90 miles west to York.

Today, the colonial army's winter encampment is a well-known, 3,500-acre national historical park. It remains a peaceful, wooded retreat, which is remarkable because it sits near the noisy Pennsylvania Turnpike and is just a couple miles from the sprawling, shopper-filled King of Prussia mall.

Valley Forge also is close to the traffic-clogged Schuylkill Expressway, a major artery leading to Philadelphia and its tourist attractions and sports arenas.

The British are long gone, of course, but National Park Service officials say they face a new foe -- a $250 million development project being pushed by the American Revolution Center, a private, nonprofit group that, less than two years ago, was working with the Park Service on a new museum.

The Revolution Center is now going it alone, however, on a project combining a three-story museum for its Revolutionary War artifacts with a four-story conference center with up to 99 rooms for overnight lodging, a restaurant, walking trails and paved parking lots.

Thomas M. Daly, Revolution Center president, said his group dates back to 1918, when it was founded as the Valley Forge Historical Society. Over the years it has collected many important historical artifacts, such as a preserved tent that Gen. Washington slept in during the Revolutionary War.

Through this project, said Mr. Daly, "We are going to be telling the story of the people who sacrificed their lives and fortunes to found this country. This is an important additional element for heritage tourism."

The development is planned for 78 acres of what for decades was farmland -- land the Revolution Center bought last year from the Archdiocese of Philadelphia. The land, which is now just grass and trees, borders on, and is virtually surrounded on all sides by, the national park.

Opposition grows

The Park Service, along with a private group called the National Parks Conservation Association and some nearby residents who want to retain what peace and quiet are left in bustling Montgomery County, fear that creating such a large commercial development will desecrate the famous Valley Forge encampment.

"I don't want a monstrous convention center, open 24/7 with all its lights and traffic, in our neighborhood,'' said Joyce Cluley, who lives nearby in Lower Providence, the Montgomery County township where the project would be built.

She said the area of the national park near her house is pleasantly rural, despite its proximity to a major urban center like Philly. But she worries about traffic projections for the new development, saying there could be from 3,400 vehicles a day on a normal day to 20,000 for special events. She also dislikes putting asphalt over a historic encampment site.

"They want to take this historic land and, in the name of [promoting] history, pave it over," said Ms. Cluley, who has collected petition signatures against it. "It's just not right."

Cinda Waldbuesser, of the Park Conservation Association's Pennsylvania office, claimed the development plan "would forever change the character of Valley Forge by allowing [a major project] on what is now historic open meadows and woods, an area that was vital to the Continental Army encampment."

Colleen Eckman, a landscape architect who lives nearby, complained about the traffic plan, saying vehicles will come off busy four-lane Route 422 and be steered onto a narrow two-lane road that winds its way through an industrial park and past a sewer plant to reach the conference center/museum.

"The project just isn't compatible with the serene, natural residential area," she contended. More information about the opposition is available at www.savevalleyforgepark.org.

The center's motto is "where the spirit of the American Revolution lives."

Its Web site, www.americanrevolutioncenter.org, says there would be 30,000 square feet of exhibit space, plus an auditorium for historians to make presentations. The rooms for overnight lodging are included so that visitors don't have to rush around Philadelphia looking for a place to stay at the last minute, Mr. Daly said.

"We want to educate people about the founding of our country," he said. "This country was founded on an idea of individual freedom. Our position is that the American Revolution is still in progress, but it can die if people don't participate in it. This will be the first museum and learning center in this country that will interpret and commemorate the American Revolution and its relevance to today."

He said the project would create more than 850 jobs and have a $50 million economic impact on the area in new wages, tax revenue and product sales.

Abrupt change

For much of this decade, the Park Service and the American Revolution Center were cooperating on a project to build a new, expanded historical museum at Valley Forge.

Artifacts from the current, small-ish museum were to be combined with the center's artifacts and housed in a large, new structure that was to be located on vacant ground close to both the park's entrance and the current visitors center.

But by early 2007 that cooperation had fallen apart. One problem, Mr. Daly said, was the Park Service's delay in removing asbestos from the original site for the new museum.

"ARC suddenly terminated the negotiations [in 2007] and announced plans to develop the land with a museum and commercial uses," park officials said in a statement two weeks ago.

For years, the Park Service had wanted to buy the 78-acre farm property, but didn't have the money when the archdiocese put it up for sale, said Deirdre Gibson, a Park Service planning official at Valley Forge.

The Revolution Center surprised Lower Providence residents when it went public in June 2007 with details of the expanded project, which were far more ambitious than just a new museum.

"I couldn't sleep at all the night I learned about it," said Ms. Cluley.

Besides the larger scope of the project, another change was in the location. The current visitors center and most of the tourist attractions are on the south side of Valley Forge National Park, meaning the section south of the Schuylkill River.

Those attractions include the Welcome Center/museum, General Washington's headquarters during the 1777-78 encampment plus those of other generals, including French Gen. Lafayette; re-creations of soldiers' wooden huts; stacks of wood marking the inner and outer lines of defense; and the Park Service's administration building.

But the new, relocated ARC project is to go on the north side of the park, an 800-acre area that lies north of the river, which flows from Reading down to Philadelphia.

The north side of Valley Forge is undeveloped now. Mr. Daly said he's offered to build a footbridge across the river linking the northern and southern sections.

The American Revolution Center needed a new zoning category to build its project.

The rezoning was initially approved by Lower Providence supervisors in September 2007, but the Park Service, Conservation Association and five nearby residents are challenging that decision.

Legal challenge expected

If opponents of the development lose at the township level, a court fight is likely, and with lengthy appeals, it could hold up the project for several years.

Mr. Daly said he's still hoping the project can be under construction in 2009.

Financing isn't complete, however, and is still being sought from individuals, corporations, foundations, Montgomery County and the state.

The battle against the proposed commercial development at Valley Forge resembles the intense fight that raged near Gettysburg in 2006.

That one pitted a would-be developer of a casino with 5,000 slots against Civil War buffs who were furious about his plan to erect a glitzy slots parlor near the historic battlefield where thousands of soldiers died.

The casino opponents won that battle.

Oddly, the opponents of the Valley Forge development haven't taken a strong position regarding the possibility of putting a small casino (with only 500 slots) at the Valley Forge Convention Center, located about a mile from the park's entrance.

The would-be Valley Forge casino is one of four bidders vying for two resort hotel slots licenses that will be awarded by the state Gaming Control Board by the end of the year.