Warrenton Planning Commission Packet 2-21-2017

AGENDA
PLANNING COMMISSION
TOWN OF WARRENTON
Location Change:
Warrenton Community Center located at 430 E. Shirley Avenue
February 21, 2017

7:00 PM
1) Call to order and establishment of a quorum.

2) Approval of Minutes January 17, 2017
3) Regular Meeting
a) Public Hearing
i) Special Use Permit 2016-06 Chilton House Bed and Breakfast. The request, per Article 3-
4.3.3 of the Zoning Ordinance, is to convert the existing dwelling at 97 Culpeper Street into a Bed
and Breakfast. The parcel is zoned R-6 (Residential) and the Comprehensive Plan identifies the
property as Low Density Residential on the future land use plan. The property owner is the Beatrice
M. McDonnell Revocable Trust with Co-Trustees Barbara M. Walker, Mary Byrne McDonnell,
and Katherine McDonnell. GPIN: 6984-32-7714-000.
ii) Zoning Map Amendment 2016-01 Walker Drive Planned Unit Development Rezoning. The
applicant is proposing to rezone multiple parcels along the southeast portion of Walker Drive
including parcels bounded by East Lee Street to the south, Walker Drive to the west, US 15/17/29
to the east, and Academy Hill Road to the north. The request is to rezone these parcels from
Industrial (I) to Industrial Planned Unit Development (I-PUD) overlay district, allowing for a
mixed-use development. The proposal for the site (Land Bays A E, plus the Existing Land Bay)
comprises approximately 31.3804 acres of primarily undeveloped land, two existing buildings, and
one by-right building currently under construction. The proposed square footages include a request
for the industrial and commercial uses to vary by 10% for each land bay, yet not exceed the
proposed total square footage for the overall project.
The rezoning request includes proffers, waiver requests, a Master Development Plan, and Design
Guidelines. The Comprehensive Plan identifies the area as Light Industrial in the Future Land Use
Map. Light Industrial Uses in the Comprehensive Plan are described as flex industrial uses and
wholesale commercial uses, with limited office uses, with densities not to exceed a floor area ratio
(FAR) of 0.35 on a single site. The maximum allowable density under the proposed I-PUD
rezoning is 0.60 FAR. Applicants and parcels within the proposal include:
4) Comments from the Commission
5) Comments from the Staff
6) Adjourn
DRAFT MINUTES
PLANNING COMMISSION
TOWN OF WARRENTON
January 17, 2017

7:00 PM
The regular meeting of the Town of Warrenton Planning Commission (PC) convened on Tuesday,
January 17, 2017 at 7:00 PM in the Municipal Building.
The following members were present: Ms. Susan Helander, Vice-Chair; Mr. John Kip; Mr. Ali Zarabi;
Ms. Christine Dingus; Mr. Jeremy Downs; Ms. Anna Maas; Mr. Ryan Stewart; Mr. Brett Hamby,
Town Council Liaison; and Mr. Whitson Robinson, Town Attorney. Ms. Brandie Schaeffer, Director
of Planning and Community Development represented staff. Ms. Helander called the meeting to order
at 7:00 PM and a quorum was determined.
Approval of Minutes
Mr. Kip made motion to approve December 20, 2016 minutes as submitted. Mr. Downs seconded the
motion. All were in favor and the motion passed unanimously (7-0-0).
Election of Chair and Vice-Chair
Mr. Zarabi nominated Ms. Helander as Chair. Mr. Kip seconded the nomination. All were in favor and
the motion passed unanimously (7-0-0).
Mr. Zarabi nominated Mr. Kip as Vice-Chair. Ms. Helander seconded the nomination. The motion
passed unanimously (7-0-0).
Public Hearing
a. Special Use Permit 2016-06 Chilton House Bed and Breakfast. The request, per Article 3-
4.3.3 of the Zoning Ordinance, is to convert the existing dwelling at 97 Culpeper Street into a
Bed and Breakfast. The parcel is zoned R-6 (Residential) and the Comprehensive Plan
identifies the property as Low Density Residential on the future land use plan. The property
owner is the Beatrice M. McDonnell Revocable Trust with Co-Trustees Barbara M. Walker,
Mary Byrne McDonnell, and Katherine McDonnell. GPIN: 6984-32-7714-000.
Mr. Zarabi requested for clarification on the fire and rescue condition. Ms. Schaeffer explained the
new implementation of performing building and fire inspection prior to issuing any permits to include
business licenses. This is for extra safety before allowing additional people on the property. Mr. Zarabi
commented on how he could not see any difference between site plans, except for the additional
parking spaces, remarking on intent to maintain the original character of property by not making any
additional alterations.
Mr. Zarabi asked questions about ADA compliance and criteria. Ms. Schaeffer said ADA compliance
is addressed at site plan, and if things cannot be met or are considered burdensome to the owner then a
request for waiver can be requested at time of site plan. By adding ADA compliance as a condition of
the SUP informs applicant no waiver shall be granted. Since the building is historic and comes under
the adaptive reuse code of the International Building Code, it is not required to come into full ADA
compliance. As a point of clarification, Ms. Schaeffer explained the interior of a structure is not
considered on a land use application, which is why staff addressed parking in the SUP.
Mr. Kip expressed concern that a handicapped person could park, but face accessibility issues at the
structure. Ms. Schaeffer said while ADA covers all disabilities and can be conditioned up to the door
in the site plan; it does not potentially address all issues. Mr. Kip wanted to clarify the Town would not
be liable, which Ms. Schaeffer confirmed stating the parking was private and onsite.
Ms. Dingus asked how Fire and Rescue would access this property. Ms. Schaeffer explained that while
the driveway is narrow, it is an existing condition of a residential structure, and Building Code
considers the proposed use a residential use not requiring any additional changes. Staff is working with
the Fire Department to consider offset of additional risk. The Fire Department requests the inclusion of
a Supra box to access keys in the event of an emergency. The Fire Department can also note in their
system the new use of the structure in addition to a layout of the property. Discussions also addressed
driveway surface and extension improvements without widening.
Ms. Dingus inquired about changes to fence height and addition of evergreens. Ms. Schaeffer said this
was open to discussion between the PC and applicant as well as from the public. Staff suggested it as a
protection to the neighbor, but because the neighbor does not like the idea, it might be struck if the PC
agrees. The neighbor is not open to the addition of evergreens, wishing to retain the space in a tight
area.
Ms. Dingus asked about Public Works concern over sanitary lateral. Ms. Schaeffer explained Public
Works noted that water pressure decreases with the addition of two bathrooms. The applicant will have
to replace the sanitary line up to Culpeper Street if they want additional water pressure.
Noting applicants amendment to remove event provision from original application, Mr. Downs sought
to confirm the application was for lodging and small-scale dining use. Referring to the Amended Letter
of Justification, Mr. Downs asked about the use as a reception, wedding ceremony, and outdoor dining
space. Ms. Schaeffer said that at this time, the Zoning Ordinance precludes events, but that is intent in
the future to amend Zoning Ordinance to allow for some events. Furthermore, events need to be
examined as a condition in the event the ordinance is amended in the future.
Ms. Schaeffer addressed concerns from several neighbors about meeting notification. Meeting
notification is required for abutting properties and those within 200 feet. The Town Attorney reviewed
and determined all requirements were met and compliant. However, the Post Office moved the holding
of certified mail off-site, so when neighbors went to pick-up their letter it was not there, creating a 2-4
day delay. With the additional application on Saint James they received concurrent notification,
causing confusion with some receiving notification on one application and not the other leading, them
to think the other letter was a duplicate. This might have been confusing, but unavoidable with the
applications being next to each other. Ms. Schaeffer stated she visited the Post Office in addition to
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speaking with the Town Attorney and Town Manager. Staff thinks it is up to the PC and Applicant to
decide direction to move. There were no legal issues with the mailing, just a logistics. It does present
additional logistical problems with the state code and the approval of 90 days, meaning Town Council
will have to vote the first time it sees the application with no option for delay unless the applicant
entertains that option. After meeting with the Town Attorney, it is staffs recommendation to keep the
public hearing open an additional 30 days unless the PC is ready to vote tonight and feels that is best.
Mr. Robinson said holding the meeting open would necessitate meeting notification mailing.
Mr. McAuliff, applicant, said he held a meeting last month at Saint James for neighbors and
community to share his plans that the application would be going to the PC in January. He then
acknowledged the PC for visiting The Chilton House. Mr. McAuliff reviewed the reason for this
application providing the Town with the first B&B, which allows the home to be kept in the family and
transformed into a self-sustaining property as Beatrice McDonnell wished. He reviewed the current
economic advantages of The Chilton House becoming a B&B that aligns with eight goals and
objectives in the Comprehensive Plan. He then read a letter from his aunts and mother, property
owners, telling how the property has been in their family for ten generations and looking forward to
being a part of the Towns future. Their mother loved local history and worked at the Old Jail
Museum. The owners discussed the idea of turning the house into a historical B&B with their mother
who loved the idea so much her will expresses her wishes.
Mr. McAuliff explained his grandparents lived in the house for over 40 years, so accessibility for
wheelchairs to the bedrooms already exists. The applicant and PC discussed the need to accommodate
wheelchairs between the parking lot and ramp into the kitchen located on side of house, which may
require addition of path or sidewalk. Mr. McAuliff confirmed he would be residing at the house until
his aunt retires and moves into the house to manage the B&B.
Ms. Helander opened the Public Hearing at 7:40 PM and began calling on individuals from the sign-in
sheet.
Mr. Jack North spoke on behalf of the Applicant. He and his wife have owned and operated the
Mayhurst Inn in Orange, VA for the last 13 years. He was past President of the Virginia Bed and
Breakfast Association and currently on the Board of Directors of the Professional Association of
Innkeepers International, the largest association of B&Bs in the world. Mr. North provided facts about
Virginia B&B guests then reviewed how towns benefit from B&Bs bringing in revenue, creating new
jobs, provide customers for local businesses, and increase property values because they must always
look perfect and be beautiful. Also noted there were eight listings on AirBNB for Warrenton that while
legal does not provide revenue or taxes.
Ms. Janet Metzger, resident and owner of The Empty Nest on Main Street, voiced her preference of
staying at B&Bs. She then said at least one customer every weekend asks if there is a B&B in Town.
Mr. Yaron Linett, who lives in Town and as an Interior Designer who has worked with B&Bs, said he
is very eager to see his neighbor start a B&B. He looks forward to having family stay at the B&B when
visiting. He also mentioned the advantage of customers visiting The Wort Hog Brewery having a place
nearby to stay.
Ms. Kelly Ann Richardson, owner of Kelly Anns Quilting in Old Town, explained she is a top-ten
shop in the country who brings in tourists every weekend who have no place to stay. She reiterated
what Mr. North said about guests having zero negative impact on a community because they spend
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their money then go home. Mr. John Cheatwood, who grew up on Winchester Street and now lives
across the street from The Chilton House, sees this as a reasonable use.
Ms. Elizabeth Scullin, resident of Culpeper Street, questions the Amended Letter of Justifications
adherence with the Zoning Ordinance, citing specific instances. She questions the number of
employees identified in item #28, has concerns about meeting spaces and an agent of the owner as
resident manager instead of the owner. She disagrees with designating a handicap parking space
requiring a state issued handicapped placard because it would take away from number of parking
spaces with one room left without a parking space. She feels recommending approval of the SUP now
will make it difficult to deny the next application for a B&B. She recommends the PC request staff to
prepare written clarification from the Town Attorney and Applicant.
Mr. Scullin, also a resident of Culpeper Street, expressed concerns for neighbors unable to attend the
meeting due to the mix-up at the Post Office. He also has concerns with the possibility of commercial
encroachment on Culpeper Street, resulting in the loss a historic residential street. An observation was
that most of those individuals speaking in favor are not residents of Culpeper Street. He thinks the
B&B would be more appropriately located at The Mosby House on Main Street. While these speakers
are well intended, he thinks they would oppose the B&B if they resided on Culpeper Street. He asks
the PC to oppose this application.
Ms. Karen Lovitt lives outside of Warrenton and is the Vice President of the Fauquier Historical
Society. She works most Saturdays and is repeatedly asked why the Town does not have a B&B. She
has been with the Historical Society for years serving in the position as the applicants grandmother.
Having spent time at The Chilton House, she admires the documented history that abounds. She
remarked on the historical importance of The Chilton House not just to the Town of Warrenton, but
also to the United States. She remarked that many neighbors were not aware of the 75 visitors last
night at The Chilton House.
Ms. Stotler said she was unsure if she would be in attendance since she never received her notice from
the Post Office. She did acknowledge the current application has been downgraded in response to
complaints of neighbors, but feels the mention of event planners, caterers, designers, and furniture
suppliers means this application is more than a B&B. Being a neighboring property owner with only a
4 picket fence between their properties, she is suspicious because the Applicant never spoke to her.
The Applicant did speak with her husband on June 26th and used very generalized terms about how he
was going to make the house self-sustaining. She feels he knew exactly what he was going to do
although he did not share his plans with them. She believes they would be the most affected by the PC
decision because the front door of the house faces the side of their house and parking next to her 4
fence that she does not want to see replaced with a 6 fence. The fence is jointly owned and was picked
out by Mrs. McDonnell. Furthermore, she thinks the addition of 3 feet by 2 feet sign would be obscene
and suggests a shingle type sign. Lastly, she asks if this application is to keep the property in the
family, then she would like the SUP, if approved, not be transferable to a new owner.
Ms. Rosonna Smith stated she lives in Gainesville, but has enjoyed the opportunity of visiting the
house and has worked with Mr. McAuliff. She knows how much he loves the house. She reminded
everyone they have no control over who buys a neighboring property or lives down the street and
contends having a family with twelve screaming kids move into the home could be worse than a B&B.
She told the story of Mrs. McDonnell leasing a portion of the property to the neighboring school for
the children to play, which Mr. McAuliff remarked was still being done.
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Mr. James Downey, P.C., representing applicant, addressed items raised to provide clarification.
Thanking Ms. Scullin for identifying areas of the application that should have been removed for
resubmission of SUP application without rezoning and variance. To avoid any confusion, he will work
with staff to remove items from application and resubmit to clarify items identified by speakers. Mr.
Downey addressed the Applicants stake in the community that goes beyond making money, which he
thinks has been affirmed by subjecting the application to periodic administrative reviews.
Ms. Helander announced last call for public hearing. Mr. Kip questioned the recommendation to hold
the meeting open considering the number of people and the neighbor who spoke tonight. Ms. Schaeffer
stated there are no legal concerns or recourse, but the decision is ultimately to the PC and Applicant.
Mr. Robinson said the code section states those who actually participate in or have knowledge of the
hearing then they waive legal right to challenge. He believes we are on solid ground legally, but given
the Post Office issues of delivery and some residents being unable to attend should be considered for
decision to keep meeting open to ensure everyone who wishes to participate has an opportunity. Ms.
Schaeffer stated two of the ten abutting properties had not signed for the Certified Letter as of January
11, 2017 according to USPS tracking.
Mr. Downs questioned legal precedence by granting SUP, and if the SUP transfers with the sale of
property. Ms. Schaeffer confirmed approval of this SUP would set some precedence for future SUP
submissions and the SUP stays with the property with transfer of ownership. Ms. Schaeffer also
confirmed that the condition for fence or evergreens would be struck.
Mr. Zarabi made motion to hold the public hearing open another 30 days. Mr. Kip seconded the
motion. Ms. Helander asked if there was any discussion on the motion presented. All were in favor and
the motion passed unanimously (7-0-0). The public hearing will be held open the next meeting on
February 21, 2017.
b. Special Use Permit 2016-05 Saint James Episcopal Church and School Expansion of
School. The request, per Article 3-4.11.3 of the Zoning Ordinance, is to expand the existing
school facility behind the Church located at 73 Culpeper Street. The parcel is zoned Central
Business District and the Comprehensive Plan identifies the property as Central Business
District on the future land use plan. The owners are the Saint James Episcopal Church
Trustees. GPIN: 6984-32-7819-000, 6984-32-8993-000, and 6984-33-7061-000.
Ms. Mass recused herself from this portion of the meeting since she is a resident of the subject
property. Ms. Schaeffer provided a summary of the application for an SUP for an existing school and a
new building to be built adjacent to the rear parking lot. She noted this application is currently
undergoing review for a Certificate of Appropriateness by the Architectural Review Board (ARB) and
some of those documents are provided as a reference point.
Ms. Schaeffer reviewed existing and proposed conditions. As a point of clarification and disclosure
because her children attend St. James Church, she had Ms. Susannah Smith, The Berkley Group,
perform the application review as an independent consultant to avoid conflict of interest. Ms. Schaeffer
reviewed the rotation of students at the school and explained this was not an intensification of the
property, but a reallocation of space to reclaim use of space the students have been using inside the
church. There are 26 parking spaces and have a waiver because they are located within the CBD.
Staffs biggest concern was traffic relating to drop-off and pick-up of students, which is not expected
to increase. The internal configuration of circulation and parking will change to accommodate the new
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building. However, the change has generated questions requiring further clarification and study by the
Applicant and subsequent review by staff. Staff is working with Public Works Department to discuss
possibility of bio-retention and alternative methods on-site to address stormwater management
concerns. Fire and rescue met with Ms. Schaeffer to discuss their concerns. Other conditions include
enclosure of any refuse storage areas, all landscaping shall be native and drought-resistant in addition
to efforts to maintain and preserve existing mature vegetation and hardwood trees when feasible.
Currently there is no lighting proposed, but conditioned to ensure building-mounted security lighting
be full cut-off and directed toward the building. The site will continue to be served by public water,
with the Applicant bearing all costs for additional water meter in the new 2-story building.
Regarding transportation, several on-site meetings were held with the Applicant, Public Works
Director and Assistant Director, and Ms. Schaeffer to review various traffic configurations. After
review and discussion, everyone agrees the Applicants proposed configuration is the safest. One
proposal not in the PC packet is the addition of a Parking Attendant that came from discussions with
the Fire Department. The Parking Attendant will help facilitate onsite traffic flow between 8:00-8:15
AM and other times as well. The Applicant has agreed to provide this service.
Ms. Schaeffer concluded her presentation with staff recommending approval. Ms. Schaeffer asked PC
if they had any questions. She responded to various questions concerning landscaping, stormwater
management, and refuse concealment and collection time.
Mr. James Carson, Carson Land Consultants, LLC, representing applicant, addressed PC. He said he
does not have any information to add or provide as everything was covered. He asked PC if they had
any questions. Mr. Zarabi asked if a decision had been made on roofing material. Mr. Carson deferred
to Mr. Bill Turnure, Turnure Architecture & Design. He replied they were using the same slate
material as proposed to the ARB. Mr. Carson stated they are working on a tight timeline and hope to
move along given the work session last month and presentation tonight.
Ms. Helander opened public hearing at 9:02 PM. She noted the sign-in sheet contained several names
with only one wishing to speak. Mr. Scullin, who had two children attend Saint James, asked if the
Town had considered making Beckham Street one-way heading south toward Third Street. He is
concerned with the difficulty of trying to navigate Beckham Street toward Culpeper Street during drop-
off and pick-up times can be difficult. He can only imagine what will happen with the opening of The
Wort Hog Brewery and deliveries being made to the brewery. He thinks the Town should consider
making Beckham Street one-way for flow of traffic and safety. Public hearing was closed at 9:05 PM.
Mr. Kip made motion that the PC recommends approval of SUP 2016-05 subject to the conditions
dated January 17, 2017. Ms. Dingus seconded motion. Ms. Helander asked if there was any discussion
on the motion presented. All were in favor and the motion passed unanimously (7-0-0).
Meeting adjourned at 9:26 PM.
Minutes submitted by Karen Kowalski.
Minutes were approved on ____________________.
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TOWN OF WARRENTON
18 Court Street, Warrenton, Virginia 20186 PLANNING & COMMUNITY
(540) 347-2405 - Planning@warrentonva.gov DEVELOPMENT DEPARTMENT
Internet www.warrentonva.gov
Brandie M. Schaeffer
Director of Planning February 21, 2017
TO: Planning Commission
FROM: Brandie M. Schaeffer

Director of Community Development
RE: Special Use Permit 2016-06, Chilton House Bed & Breakfast
I. Summary
A. Applicant John C. McAuliff

B. Property Owner The Beatrice M. McDonnell Revocable Trust with Co-Trustees Barbara M.
Walker, Mary Byrne McDonnell, and Katherine McDonnell
C. Request - To convert the existing single-family residence at 97 Culpeper Street into a four guest
bedroom bed and breakfast per Article 3-4.3.3 of the Zoning Ordinance. Proposed improvements
to the exterior include two additional parking spaces.
Bed & Breakfast Existing Proposed

SUP/site area 0.91 acres 0.91 acres
Building Area ~8,404 SF ~8,404 SF
Buffer None None
Parking 4 spaces 6 spaces
4 Guest Rooms + living quarters for
B&B Facilities None
owner
9AM 8PM Monday-Sunday (aside
Hours of Operation None
from overnight guests)
D. Site Location/Surrounding Land Uses 97 Culpeper Street, with the SUP site identified as GPIN:
6984-32-7714-000.
Direction Zoning Current Land Use
North Central Business District (CBD) Saint James Episcopal Church Rectory
South Residential (R-6) Single-Family Residential
East Residential (RMF) Vacant
West Residential (R-6) Single-Family Residential
Chilton House Bed & Breakfast
February 21, 2017
Page 2
E. Comprehensive Plan - The site is designated Low Density Residential, by the Future Land Use
Map of the Comprehensive Plan.
F. Zoning - The parcel is zoned R-6 (Residential), with bed and breakfast allowed per Special Use
Permit approved by Town Council.
II. Proposal
The applicant is proposing a Special Use Permit (SUP) to operate a 4 guest room bed and breakfast in an existing
single-family residence located at 97 Culpeper Street. The circa 1820-1822 Historic District residence is known as
Chilton House. The applicant states the property has been in the Chilton-Horner-McDonnell-Hearst family since
the 1890s. It is the wish of family members to continue to keep the house for perpetuity by creating a revenue
stream that may allow for the property to become self sustaining.
The applicant indicated that the owners intend to renovate five bedrooms during the winter of 2017. Four of the
bedrooms would be located within the existing house to accommodate overnight guests. One bedroom would be
located in the existing kitchen outbuilding to accommodate a family member, as required under Article 12 of the
Zoning Ordinances definition for bed and breakfast. No additional or new structures are proposed.
III. Planning Commission Review
The Planning Commission held a Public Hearing on January 17, 2017 on the proposed SUP 2016-06. Multiple
members of the public spoke, main points included:
Bed and breakfasts bring business to the area. 65% of bed and breakfast guests arrive and look for things
to do in the immediate surroundings. They tend to dine, shop, and spend locally. People regularly ask
shop owners and museum staff about where to go, where to stay, and if there is a bed and breakfast in
town.
According to one speaker, the average age for bed and breakfast guests is 42 and the average income is
$108,000. As such, bed and breakfast guests typically want quiet.
Someone said bed and breakfasts increase revenues, jobs, income, and property values. However, another
speaker was concerned that the use would decrease property values.
The proposed use would result in six additional trips when full, minus trips made walking to nearby
shops and restaurants. Bed and breakfasts are typically full 40% of the time.
If sold the history of the property may be lost.
Four people mentioned zoning creep as a concern on Culpeper Street. One of whom said the bed and
breakfast was a reasonable use for the area. The remainder are concerned that approving the bed and
breakfast would make it easier for other uses to receive approval.
The applications Letter of Justification included information that seemed like a holdover from the
original rezoning application, causing confusion and concern by neighbors.
A speaker suggested the applicant is not the property owner (a relation), and does not fulfill the intent of
Article 9-5.1.1, the owner of the premises shall reside in and manage the establishment.
There should be a sunset clause tied to the sale of the property.
The existing fence should remain because a six-foot fence would not obscure anything.
O:\Planning Commission\SUPs\2017\97 Culpeper - SUP 2016-06 (Chilton House) - ZMA 2016-03 Removed SUP 2016-06
\Staff Reports\Planning Commission\2-21-17 Meeting\SUP 2016-06 Staff Report PC Memo - 2-21-17
Chilton House Bed & Breakfast
February 21, 2017
Page 3
After the public spoke, the legal representative for the applicant said they would tighten and resubmit the letter of
justification to help clarify items pointed out by the speakers. The Planning Commission also requested that the
proposed conditions be amended, removing the request for a larger fence and landscaping. The Planning
Commission voted 8-0 that the application Public Hearing remains open for 30 days and that the application is
included at the next Planning Commission meeting on February 21, 2017.
The applicant submitted an updated Letter of Justification on February 1, 2017. To help address public concerns,
the following text is no longer within the Letter of Justification, The majority of the property is open space,
which will be used as reception, wedding ceremony, and outdoor dining space. The primary location on the
property to be used for events is a well buffered area of the property. In addition, the applicant has added
the following language to the Letter of Justification:
The applicant is open to periodic administrative reviews at five-year intervals, to ensure compliance with
Special Permit conditions.
Local residents will benefit from having a convenient place to host gatherings, and the congregation of
St. James will benefit from having additional private meeting space.
IV. Staff Recommendation
Staff recommends that the Planning Commission recommend approval of Special Use Permit 2016-06, subject to
the conditions dated February 21, 2017.
Staff: Kelly Machen
V. Suggested Motions
1. I move that the Planning Commission recommend approval of SUP 2016-06 subject to the conditions
dated February 21, 2017.
OR
2. I move that the Planning Commission recommend denial of SUP 2016-06 for the following reasons:
[Insert].
OR
3. I move an alternative motion.
Attachments
A. Area Maps
B. SUP Considerations
C. Proposed Conditions and SUP Plan
O:\Planning Commission\SUPs\2017\97 Culpeper - SUP 2016-06 (Chilton House) - ZMA 2016-03 Removed SUP 2016-06
\Staff Reports\Planning Commission\2-21-17 Meeting\SUP 2016-06 Staff Report PC Memo - 2-21-17
Attachment A - Map
VICINITY MAP
SUP 2016-06, Chilton House Bed and Breakfast

Page A-1
Attachment A - Map
AERIAL
MAP
EXISTING
ZONING
MAP
L
O
N
G
-
R
A
N
G
E

Page A-2
Attachment A - Map
LAND USE MAP
SITE

Page A-3
Attachment B SUP Considerations
SUP Considerations
Section 11-3.1.3 of the Town of Warrenton Zoning Ordinance states in considering requests for Special Use
Permits, the following factors should be considered:
Comprehensive Plan
Future Land Use Map
The applicants property is located in an area designated as Low Density Residential by the Future Land Use
Map. This designation in the 2002 Comprehensive Plan includes single-family detached residential dwellings at
densities ranging from existing levels of development (no change) up to 2.5 dwellings per net acre, contingent
upon adequate pedestrian and vehicular access, compatibility with surrounding properties and mitigation of
potential impacts. Certain areas specified in the text are intended to remain at densities well below 2.5 d.u. per
acre. These include the areas of existing low-density historic neighborhoods along Winchester and Culpeper
Streets.
Retaining the high quality of established neighborhoods is a continual challenge. Since the low density areas are
a desirable place to live, they are becoming attractive for infill development. The low density residential areas are
located so as to protect the character of existing neighborhoods and to provide quiet residential areas attractive
for single family housing.
Where site characteristics permit and where negative impact to adjacent properties is minimal, non-residential,
home occupations and businesses may be permitted as provided for in the Zoning Ordinance. However,
neighborhoods should retain their distinctive character, incorporating those characteristics of architecture,
mature vegetation and open spaces appropriate to the character of the neighborhood. Mature vegetation should
be retained.
Culpeper Street: Like Winchester Street, the larger lots and historic houses are important elements of
Warrentons downtown character. These lots should remain essentially as they are, at very low densities, with
only very carefully designed, small scale infill structures that preserve the essential character of the street.
The applicant is proposing to keep the residence unchanged from the exterior. The applicants intent is to generate
a revenue stream to enable the historic home to be maintained and stay within the family.
Historic Resources
The 2002 Comprehensive Plan speaks to the quality of the community design and the historic center of Town at
the intersection of key transportation routes, including Culpeper to the southwest. According to the Historic
District established in 1982, the largest concentration of residential structures stand along Winchester, Waterloo,
Lee, Falmouth and Culpeper streets. Several significant sites on Culpeper Street were identified including the
John Quincy Marr House located at 118 Culpeper Street.
The Historic Resource Objectives and Policies state a desire to promote the adaptive and compatible reuse of
vacant buildings in the historic district and historic structures in a form compatible with the historic character of
the district and in conformance with the Secretary of the Interiors Standards for Rehabilitation. In addition, the
policies state the zoning designation is compatible with and protects the character of the historic street,
neighborhood or district and that regulations are consistent with the objectives and policies of historic
preservation.
Currently, since the application is not proposing any exterior modifications to the residence, the review of the

Page B-1
proposed use stays within the purview of the Planning Commission and Town Council. The Architectural Review
Board will become involved if the proposed use is approved and the applicant proposes signage.
Economic Resources
The Economic Resources chapter of the 2002 Comprehensive Plan seeks to balance the character of the Town
with economic development. The following state the economic policies:
Policy 1 Ensure that an adequate amount of land is available for commercial and industrial growth
commensurate with expected population growth
Policy 2 Promote an attractive community, high quality of life and low business costs in the Town as major
economic development resources.
Policy 3 Coordinate economic development efforts with local, regional, and state programs and agencies, in
order to remain economically competitive.
Policy 4 Promote expanded tourism activity, using the historic CBD as the key element.
Policy 5 Use planning zoning and other land development tools and regulations to encourage the type of
commercial and industrial development that will meet the retail, service and employment needs of the
community while maintaining the small town character of Warrenton.
The applicants proposal for a bed and breakfast meets the intent of a couple of these policies by providing
lodging for tourists within walking distance of the Central Business District and encouraging a use that maintins
the small town character of Warrenton.
Transportation
In the 2009 Comprehensive Plan Supplement the Transportation section states the internal access routes to the
downtown comprise of radial streets from the Towns layout. These are Main/Falmouth streets, Lee Street,
Alexandria Pike, Winchester Street, Waterloo Street, and Culpeper Street. These are the major collectors, which
provide circulation into and out of the Old Town are and to the neighborhoods within the Town.
The 2009 Comprehensive Plan Supplement goes on to designate the subject property as immediately outside the
Old Town central business district boundaries; however it is on a pedestrian route leading towards the proposed
Meade Palmer Memorial Park identified on Culpeper Street next to the Warren Green building and continuing
down Lee Street towards a proposed park at the end of the Greenway.
The transportation impacts are discussed more below. However, the proposed use is within walking distance of
Old Town and thus promotes visitors to the bed and breakfast to leave their cars as they explore the central
business district.
Standard Analysis
Whether the proposed Special Use The proposed SUP changes the use from a single-family use to a
Permit is consistent with the mixed commercial/residential use. The proposal keeps overall
Comprehensive Plan. character of the property as a single-family home.
Whether the proposed Special Use The Applicant states the proposed use will increase the number of
Permit use will provide desirable overnight visitors to the Town, tourism receipts, and the amount
employment and enlarge the tax base levied in the 4% lodging tax. The Statement of Justification assumes
by encouraging economic development a $200 per night rate with a 65% average occupancy rate resulting in
activities consistent with the potential positive tax revenue of $7,592-$13,286.
Comprehensive Plan.

Page B-2
The proposed use will provide opportunities for employment and

contracts for local vendors. Guests at the Bed and Breakfast would be
within walking distance to Main Street businesses. The use will
affect the tax base, setting aside 4% lodging tax, and the portion of
sales tax received on purchases within the Town.
Zoning
The subject parcel is zoned R-6 on .91 acres of land with an existing historic residential house, the legislative
intent of the R-6 District is the following:
This district is composed of medium to high concentrations of predominantly residential uses, generally
intended to encompass and preserve those residential structures which have developed over the years
along the traffic arteries serving the Central Business District. The regulations of this district are
designed to stabilize and protect these areas while at the same time allowing compatible changes to occur
in an effort to ensure that the use of these areas is economically feasible and to implement the
Comprehensive Plan.
Standard: Analysis
Properties to the south and west contain single-family
residential. The neighboring property behind 97 Culpeper
The compatibility of the proposed use with other
is vacant. The neighboring property to the north contains
existing or proposed uses in the neighborhood, and
a church, school, rectory, and offices. The commercial
adjacent parcels.
use of the property presents possible impacts that should
be mitigated with Special Use Permit conditions.
The location and area footprint with dimensions
(all drawn to scale), nature and height of existing See applicants plans for details (Attachment II). No
or proposed buildings, structures, walls, and fences additional structures will be built.
on the site and in the neighborhood
The applicant has stated that, the dwellings and grounds

Whether, in the case of existing structures will meet all of the most current code requirements of the
proposed to be converted to uses requiring a Town of Warrenton and International Building Code. A
Special Use Permit, the structures meet all code condition has been suggested to require a fire safety
requirements of the Town of Warrenton. inspection and compliance prior to receiving a business
license.
The applicant will be renovating five bedrooms in the
winter of 2017 for overnight guests and staff. A formal
The timing and phasing of the proposed
dining room for breakfast and bathrooms will be
development and the duration of the proposed use.
renovated in late winter/early spring 2017. The proposed
use is not limited in duration.
Existing accessory structures include the cottage or
The location and use of any anticipated accessory
kitchen outbuilding, garage, shed, and storage buildings.
uses and structures.
No new accessory structures are proposed.
Aside from overnight guests, hours of operation will be
The proposed days/hours of operation.
9AM 8PM Monday-Sunday.

Page B-3
Transportation
Trip Generation
The applicant calculates 2 trips per visitor Sunday through Saturday resulting in 8 trips per day, assuming all 4
rooms are occupied. The ITE 9th Edition states a single-family residential unit will generate, on average, 9.52 trips
per day. The hotel category averages 8.17 trips per weekday, 8.19 trips per Saturday, and 5.95 trips per Sunday
per room. Bed and Breakfasts are not included in the Manual as a specific land use category. However, the ITE
Manual notes that the sampling is generally outside of Central Business Districts. Therefore, the trip generation
will likely be somewhere between the applicants estimate and the ITE manual as visitors will likely walk to Old
Town destinations.
Parking
The applicant will be required to meet the parking requirements of the Zoning Ordinance as stated above. The
proposed SUP plan illustrates expanding the existing driveway and parking to include an additional two parking
spaces. Public Works stated there are no run off or stormwater concerns caused by new parking spaces as the new
pavement will be minimal with the runoff being filtered through natural, maintained lawn areas.
Multi-Modal
The Parks and Recreation Department recommends the installation of a bike rack to encourage guests and
employees to have access to this mode of transportation.
Standard Analysis
The traffic expected to be generated by the proposed use, the The change in uses will add 3.35 daily
adequacy of access roads and the vehicular and pedestrian weekday trips per the ITE daily trips.
circulation elements (on and off-site) of the proposed use, all in The proposed structure would be
relation to the public's interest in pedestrian and vehicular safety, accessible to fire and police using the
efficient traffic movement and access in case of fire or catastrophe. existing driveway.
The proposed change in use does not
Whether the proposed use will facilitate orderly and safe road trigger transportation improvements for
development and transportation. roads. The Parks and Recreation
Department requests a bicycle rack.
Water and Sewer
The use is currently served by public utilities. The conversion of the residential home from a residential use, to
one more commercial in nature, raises some concerns by the Public Works and Utilities Department. Public
Works and Utilities stated that while this proposed use is technically considered commercial, the fixtures in the
guest rooms are assumed to be residential in nature. Therefore, combined with the fact that no new bedrooms are
being added, there is not an anticipated water and sewer capacity impact for this project. That said, a condition
ensuring residential flush toilet fixtures remain has been added by staff to mitigate the impact to the public
facilities.
Standard Analysis
Whether the proposed Special Use Permit The use is currently served by public utilities. Public Works and
will be served adequately by essential Utilities Department recommends the Applicant consider
public facilities, services and utilities. replacing the existing sanitary lateral from the historic house to

Page B-4
the right-of-way line to insure proper functioning.
Public Safety
Fire and Rescue has no objections to the proposed Special Use Permit. Since this proposed use is technically
considered commercial, the Applicant might consider the installation of the Fire Access Key Box to permit access
in the event of an emergency with reduced loss to the owner. This is a standard request on commercial buildings.
Standard Analysis
Fire and police will have direct access to the proposed accessory
Whether the proposed Special Use Permit
dwelling unit via the existing driveway. Building code will
will adequately provide for safety from fire
require the installation of standard fire safety equipment (e.g.
hazards and have effective measures of fire
smoke detectors) when acquiring a building permit. Staff
control.
recommends the consideration of the Fire Key Access box.
The Police Department has no objections to this application. Ensuring safe lighting assists in providing a safe
environment for patrons.
Standard Analysis
According to the applicant, the dwelling already has a
The location and nature of any proposed security
security system in place and will not require any
features and provisions.
additional security features.
Landscaping and Noise Mitigation
For screening and buffering requirements, the applicant should consider the installation of additional measures to
mitigate impacts to adjacent residential uses.
Standard Analysis
The nature and extent of existing or proposed Existing screening, buffering, and landscaping are
landscaping, screening and buffering on the site indicated on the applicants plans. No additional
and in the neighborhood. screening, buffering, or landscaping is proposed.
The Bed and Breakfast use will be held to Town Code
The level and impact of any noise emanating from provisions relating to disturbing the peace (e.g. Sections
the site, including that generated by the proposed 11-19 Noise; 11-20 Nuisances; 11-21 Odors).
use, in relation to the uses in the immediate area. Additional landscaping standards above the Zoning
Ordinance requirements will assist with noise mitigation.
See the applicants plans for proposed parking locations.
The location and screening of parking and loading Onsite parking provides parking for two employees, one
spaces and/or areas. in the garage and one outside the garage, and 4 guests in
the driveway.
Lighting and Signage

Page B-5
Lighting and signage should be at a minimum in a residential district. Desired lighting should be residential in
nature. Lighting standards are uniform in the Town, but residential districts take on a residential character and the
applicant should consider lighting that is specified for residential use, when feasible, to not compromise safety.
Standard Analysis
The Statement of Justification proposes the use of full cut-
The glare or light that may be generated by the
off and downward facing lighting. The property will be
proposed use in relation to uses in the immediate
held to Zoning Ordinance lighting requirements of full cut
area
off lighting, per Article 9-8.
A proposed sign location is shown on the SUP Plans. The
The proposed location, lighting and type of signs Letter of Justification states the proposed use would result
in relation to the proposed use, uses in the area, in only one sign. Any signs will require a Certificate of
and the sign requirements of this Ordinance. Appropriateness and be subject to the Zoning Ordinance
Article 6 on Signage.
Agency Comments
The following agencies have reviewed the proposal and their comments have been summarized in relevant
chapters of this report. Individual comments are in the case file in the Planning Office:
Parks and Recreation Department

Planning and Community Development Department
Public Works

Page B-6
Attachment C
Conditions dated February 21, 2017
PROPOSED CONDITIONS
Owner: Beatrice M. McDonnell Revocable Trust
Applicant: John C. McAuliff
Special Use Permit: SUP 2016-06
Address: 97 Culpeper Street
GPIN 6984-32-7714-000 (the Property)
Special Use Permit Area: +/-0.91 acres
Zoning: R-6, Residential
Date: February 21, 2017
In approving a Special Use Permit, the Town Council may impose such conditions, safeguards and
restrictions as may be necessary to avoid, minimize or mitigate any potentially adverse or injurious
effect of such special uses upon other properties in the neighborhood, and to carry out the general
purpose and intent of this Ordinance. The Council may require a guarantee or bond to ensure that
conditions imposed will be complied with. All required conditions shall be set out in the documentation
approving the Special Use Permit (SUP).
1. Site Development - The property shall be developed in substantial conformance with these
conditions and the Chilton House Special Use Permit Plan, dated on December 13, 2016,
prepared by LLB Design, LLC.
2. Use Parameters
a) Special Use Permit Area The Special Use Permit shall apply to the entire +/-0.91 acre
property.
b) Maximum Guest Rooms The maximum number of rooms for paying guests shall not
exceed four rooms.
c) Use Limitations The owner of the premises shall reside in and manage the establishment,
as per Article 9-5.1.1.
d) Noise Property shall adhere to Article 9-14 Performance Standards for all Non-
Residential Uses and Town Code provisions relating to disturbing the peace.
e) Review There shall be an administrative review for compliance of SUP conditions every
three years.
f) Ownership The applicant shall provide proof of property ownership prior to issuance of a
Business License or Certificate of Occupancy.
g) Events Events on site are subject to Zoning Ordinance Articles 9-5.1.6 and 9-19, and the
Towns Special Event Policy.
3. ADA Accessibility The applicant shall provide a means of ingress and egress from the designated
handicapped parking spot to an accessible point of entry into the Bed and Breakfast.
Attachment C
Conditions dated February 21, 2017
4. Refuse Storage Area Any refuse storage areas shall be screened with a solid enclosure
constructed of materials that are compatible with the buildings on the property. The enclosure
shall have gates that prohibit viewing this area from adjoining properties and public rights-of-
way. The gates shall remain closed when not in use and the trash containers shall be emptied as
necessary to prevent odors or infestation by vermin.
5. Environment All landscaping shall be native and drought-resistant or other species as may be
approved on the final site plan(s).
6. Lighting Building mounted security lighting, which is full cut-off and directed toward the
building and in compliance with the Zoning Ordinance, shall be permitted. Ground mounted
lighting of the building shall be directionally shielded in accordance with the Zoning Ordinance,
so as to minimize glare, sky glow and light trespass. Lighting should remain residential in nature
when possible and not compromising safety.
7. Transportation The applicant shall ensure that any vehicles associated with the use do not
obstruct the travel ways, fire lanes, adjoining road network, landscaped areas, or parking spaces
as shown on the Special Use Permit Plan.
8. Water The fixtures shall remain residential. No flush valve toilets are permitted, only standard
residential tank toilets. At time of building permit submission for additional fixtures, the owner
shall submit a fixture count/Gallons Per Minute demand to assist in determining the need for an
increased meter size. All cost associated with the request shall be borne by the owner.
9. Fire and Rescue A fire safety inspection shall be performed and any concerns derived from the
inspection are addressed before a business license is approved for the site.
Attachment C Special Use Permit Plan
Dated December 13, 2016
TOWN OF WARRENTON
18 Court Street, Warrenton, Virginia 20186 PLANNING & COMMUNITY
(540) 347-2405 - Planning@warrentonva.gov DEVELOPMENT DEPARTMENT
Internet www.warrentonva.gov
Brandie M. Schaeffer
Director of Planning February 21, 2017
TO: Planning Commission

FROM: Brandie M. Schaeffer
Director of Community Development
RE: Zoning Map Amendment 2016-01, Walker Drive Rezoning
I. Summary:
A. Request The applicant is proposing to rezone multiple parcels along the southeast portion of
Walker Drive from Industrial (I) to Industrial Planned Unit Development (I-PUD) overlay
district, allowing for a mixed-use development. The proposal for the site (Land Bays A E, plus
the Existing Land Bay) comprises approximately 31.3804 acres of primarily undeveloped land,
two existing buildings, and one by-right building currently under construction. The proposed
square footages include a request for the industrial and commercial uses to vary by 10% for each
land bay, yet not exceed the proposed total square footage for the overall project. The rezoning
request includes proffers, waiver requests, a Master Development Plan, and Design Guidelines.
SITE SOUTHERN PORTION (LAND BAYS A-D)
NORTHERN PORTION (LAND BAY E & EXISTING LAND BAY)
MAXIMUM USE
LAND AREA USE USE CATEGORY
AREA (GSF)
GENERAL OFFICE INDUSTRIAL 20,550
RETAIL COMMERCIAL 6,288
LAND BAY A
RESTAURANT INDUSTRIAL 6,288
ENTERTAINMENT COMMERCIAL 35,000
ENTERTAINMENT COMMERCIAL 21,000
LAND BAY B RETAIL COMMERCIAL 14,263
LAND BAY C RETAIL COMMERCIAL 15,814
LAND BAY D RESTAURANT INDUSTRIAL 2,500
MULTIFAMILY
RESIDENTIAL 76 UNITS
RESIDENTIAL
LAND BAY E
MULTIFAMILY
RESIDENTIAL 40 UNITS
RESIDENTIAL
EXISTING LAND BAY OFFICE/HEALTH CLUB INDUSTRIAL 73,139
Walker Drive Rezoning
February 21, 2017
Page 2
B. Site Location The site is bounded by existing roads with the Eastern Bypass U.S. 29/15/17 to
the east, Walker Drive to the west, Academy Hill Road to the north, and East Lee Street to the
south. U.S. 29/15/17 is designated as a corridor of Statewide Significance. Currently, East Lee
Street serves as a gateway into the Towns historic district and Main Street; Walker Drive is a 4-
lane divided road serving a number of developed businesses and residential neighborhoods.
Directly west of the property are the existing residential communities of Edgemont and
Breezewood.
C. Comprehensive Plan - The site is designated Light Industrial. The Comprehensive Plan identifies
the area as Light Industrial in the Future Land Use Map. Light Industrial Uses in the
Comprehensive Plan are described as flex industrial uses and wholesale commercial uses, with
limited office uses, with densities not to exceed a floor area ratio (FAR) of 0.35 on a single site.
D. Zoning - The site is zoned Industrial (I). The maximum allowable density under the proposed I-
PUD rezoning is 0.60 FAR.
E. Surrounding Land Uses
Direction Zoning Current Land Use
North Industrial Animal Clinic
South R-15 Residential
East Fauquier County R-1 & R-4 Highway/Church/Undeveloped
West R-6, R-10, R-15 Residential
II. Overview:
A. Existing Conditions This application for rezoning encompasses 15 parcels and 31.3804 acres.
On the northern end of the properties are two existing office buildings known as Old Town
Athletic Club or OTAC I and II. These buildings are two stories and contain Medical Offices and
Fitness Facilities. A third building (OTAC III) is under construction adjacent to OTAC I and II
and will be three floors of Medical Offices, Fitness Facilities, and General Office spaces. An
existing Stormwater Management/Best Management Practices Facility (SWM/BMP) serving
OTAC I, II, and III is located between these two buildings, adjacent to U.S 29/15/17.
A non-functioning SWM/BMP facility is located approximately in the center of the proposed

rezoning area, along with sanitary sewer utilities running through the middle of the area, within
Town owned property. The southern portion of the proposed rezoning area is primarily vacant
with existing tree coverage. Steep slopes exist within the center and northern portions of the
proposed rezoning area. (Note: Steep slope suitability may come before the Planning Commission
if the property is subdivided per the Subdivision Ordinance Article 4.) A 2008 Wetland
Delineation Report for this area found no areas warranting delineation.
B. Project History On June 30, 2016, the Town of Warrenton officially accepted a rezoning map
amendment application for Walker Drive. The proposal is to rezone approximately 31 acres from
Industrial (I) to Industrial Planned Unit Development (I-PUD). The I-PUD Zoning Ordinance was
amended on April 12, 2016 by the Town Council to permit flexibility in uses. This request
utilizes the new I-PUD language to propose a mixed-use development of 116 dwellings and non-
residential development consisting of retail, office, entertainment, and restaurant uses.
On July 28th, the applicant submitted an updated package based on previous staff input.
Commenting agencies reviewed the updated proposal to provide a comprehensive set of memos
ZMA 2016-01
February 21, 2017
Page 3
back to the applicant on September 2nd. Commenting agencies then met with the applicant on
September 6th to review the materials. The applicants team further met with one of the
commenting agencies on September 16th. The applicant provided an updated submission on
September 29th. The Planning Commission work sessions held on October 18th and October 25th
focused on the Design Guidelines, multi-modal transportation needs and impacts, public utility
impacts, phasing, economic and fiscal analysis, and proffers.
On December 6, 2016, the applicant resubmitted a revised application. On January 24, 2017,
Planning Commission discussed the application during the work session. The meeting included a
discussion on changes to the application since the previous work session, phasing, sewer proffer,
transportation, materials and designs, limits of clearing, landscaping, noise, and commercial
use/existing vacancy rates. Recommendations by the Planning Commission included:
Consideration of Site Entrance A as a roundabout.
Additional details to the Design Guidelines.
Additional restrictions on architecture and design including:
- A minimum of two stories for buildings.
- No false facades.
- No concrete masonry unit block used on buildings.
- No false windows and permanently frosted or opaque windows.
Additional connectivity between Land Bay A and E.
Enhanced landscaping, especially along Gateway entrance to Warrenton.
Provisions for noise from dumpsters.
III. Issues:
Most rezoning requests can be considered speculative until the property is developed as proposed. When
rezoning requests are accompanied by a very specific proposed use and site plan, then staff can work with
the applicant to ensure any impacts are offset. The proffers offered by the applicant would be tailored to
the specific request and ensure that the development proceeds as proposed no matter who owns the
property. Sometimes a rezoning request is not accompanied by a specific plan and there are no specific
proposed end users, that is the case with this rezoning request making it more speculative in nature. Staff
has worked with the applicant to provide as much certainty under the circumstances to the final product as
possible. At this time, the following items are certain:
A. The general land uses shall be as proffered, with a variance of 10% between each land bay (see
table above).
B. There shall be a maximum of 116 multi-family units or condominiums.
C. Plain or painted concrete masonry unit block shall not be used.
D. Refuse shall be screened. Refuse pick-up and street cleaning shall not occur between 10PM and
6AM.
E. There will be a Public Gathering Area of 20,000 square feet.
F. The project shall meet Zoning Ordinance Lighting requirements, Building Code requirements for
ZMA 2016-01
February 21, 2017
Page 4
fire suppression, and Virginia Storm Water Management regulations.
G. There will be an 8 asphalt trail and 5 concrete sidewalk on the frontage of Walker Drive. There
will be three bicycle racks and a play fountain/splash pad.
H. The project will be served by Town of Warrenton water and sewer and the applicant shall extend
the water main through the property across East Lee and East Streets.
I. The applicant shall provide a Post Zoning Master Development Plan.
J. The site will have a 30 landscape easement along Walker Drive from East Lee Street to Hidden
Creek Lane, and along East Lee Street from U.S. 29 to Walker Drive. There will be additional
trees in the 30 landscape easement. Additionally, the site will contain screening measures along
Walker Drive, providing screening buffers.
General items that are unspecified as the application is presented include:
A. As proffered, the Land Bay Tabulations and Design Guidelines may have minor modifications
as approved by the Planning Director or the Town. The use of the term minor is not defined,
leaving staff unsure about what is considered a minor or major modification.
B. As proffered, the site shall have a maximum of 116 multi-family dwelling units/condominiums.
The size, affordability, and target market are unknown. All condominiums are also proffered to
be individually metered. However, as proffered, the site may contain only multi-family dwelling
units and no condominiums.
C. As proffered, the Applicant will construct not less than 75,000 square feet of new non-residential
Gross Floor Area (GFA) prior to the issuance of the 77th building permit. This was intended to
reference the individual condominium units as requested by Public Works.
D. As proffered, a waiver is requested from Article 3-5.2.4.1 land use mix requirements. This
requirement defines land uses by percentage allowed across the site. However, the waiver does
not specify what percentage waiver is being requested, resulting in any number of possible land
use mix scenarios.
E. The proffered Public Gathering Area appears to be tied to the Zoning Ordinance requirements
for a Central Plaza. However, these requirements are modified to include as part of the required
Central Plaza, 5' or wider sidewalks. This may result in spreading out the plaza in such a way that
it is no longer Central. The waiver requested for the Public Gathering Area also requests that
the area be allowed to be located on a public or private road and adjoining one/two story
buildings or one story buildings with two stories in appearance. The Planning Commission should
consider how these waivers may change the nature of the Central Plaza.
F. There remain instances of the term shall in the proffers relating to Town administration. For
example, the sign package shall be administratively reviewed and approved by the Planning
Director. Other instances in the proffers state the Planning Director is the one to approve items
in the application and should say the Town Council may approve the item instead.
G. The application is requesting a waiver for a comprehensive sign package to be administratively
approved. However, a comprehensive sign package has not been provided.
H. 2008 Wetland Delineation Report compiled by James E. Irre, of McCarthy & Associates, Inc.,
contains certain specific information that is descriptive of the site conditions as of 2008, but has
no standing unless and until a current Approved Jurisdictional Determination (AJD) has been
issued by the US Army Corps of Engineers. Compliance with federal permitting requirements is
an important step in site planning. Staff suggests submission of a current AJD as supporting
ZMA 2016-01
February 21, 2017
Page 5
documentation that federal requirements have been, or will be, met at the Site Plan application
phase of the project, to ensure that there are no issues with compliance or conflicting regulations
[Ref: USACE Regulatory Guidance Letter 16-01].
I. Considerable time has been devoted to the overall transportation improvements at the entrance of
the proposed development, Land Bay A, as well as East Lee Street. As requested by VDOT and
the Town, the applicant performed a Traffic Impact Analysis as well as a subsequent Roundabout
Study. The speculative nature of the project makes it more difficult to anticipate transportation
improvements and the associated timing. Staff has worked with VDOT and the applicant to offset
concerns as much as possible to ensure the possibility of the roundabout options, rather than a
light. Staff remains concerned about the provisions for the pro rata share, and timing of potential
funding. Considerable time and effort to offset this concern has been devoted by everyone and the
proffers offered by the applicant work to create as much certainty that is feasible with the
proposal.
The southbound left turn lane along Walker Drive into the existing development was identified as
needed to provide added safety, but it is not proffered. In addition, a pedestrian analysis was
agreed to in the scoping meeting by the applicant, but one was never provided. The development
is a mere 0.25 miles from the core of Main Street and without the analysis, staff is not in a
position to comment on connections to adjacent subdivisions or nearby Main Street. No proffer
included states this will be performed prior to site plan submission, or as part of the Master
Development Plan. The application does not specify concrete types or widths, staff cannot
comment on length, type of sidewalks or pedestrian safety. Staff remains concerned about the full
impact to adjacent subdivisions, and connections for pedestrian safety.
I. Recommendation
Staff has worked with the applicant to provide as much certainty under the circumstances to the final
product as possible. The applicant has proffered a Post Zoning Master Development Plan that will need to
comply with the zoning prior to site plan submission. The Post Zoning Master Development Plan will be
reviewed by the Planning Director, with final approval of compliance with zoning and proffers being
determined by the Town Council. However, staff recognizes that at this stage of development approval
process, this application is more speculative in nature, making the approval or disapproval of this
application a policy decision for the Town of Warrenton that the Planning Commission and Town
Council will have to determine.
Staff: Brandie M. Schaeffer
II. Suggested Motions
1. I move that the Planning Commission recommend approval of ZMA 2016-01 subject to the proffers
dated February 1, 2017.
OR
2. I move that the Planning Commission forward ZMA 2016-01 to the next Planning Commission Work
Session.
OR
3. I move that the Planning Commission recommend denial of ZMA 2016-01 for the following reasons:
[Insert].
OR
ZMA 2016-01
February 21, 2017
Page 6
4. I move an alternative motion.
Attachments
A. Area Maps
B. Staff Analysis
C. By-Right Land Use Chart
D. Project Review Comments
ZMA 2016-01
Attachment A - Map
VICINITY MAP
SITE
ZMA 2016-01, Walker Drive Rezoning

Page A-1
Attachment A - Map
AERIAL MAP

Page A-2
Attachment A - Map
EXISTING ZONING MAP

Page A-3
Attachment A - Map
LONG-RANGE LAND USE MAP
SITE

Page A-4
Attachment B Staff Analysis
Staff Analysis
This analysis is based on the Comprehensive Plan, Zoning Ordinance, and review comments by Town
Departments, Fauquier County, Virginia Department of Transportation (VDOT), and Kimley-Horn, Town
Technical Transportation Advisor. The standards/analysis tables in the sections below contain the criteria for
Planning Commission and Town Council consideration of Zoning Map Amendments, per Article 11-3.9.12, and
the items Town Council are to determine for Commercial and Industrial Planned Unit Development applications
(Article 3-5.2.3.2).
The following table summarizes the area characteristics (see maps in Attachment A):
Long Range Future Land Use Map

Direction Land Use Zoning
Designation
North Animal Clinic Light Industrial Industrial
South Residential Low Density Residential R-15
East Highway, Church, Residential Fauquier County R-1

Undeveloped & R-4
West Residential Medium Density Residential R-6, R-10, R-15
Comprehensive Plan Analysis
Through wise land use planning, the Town ensures that landowners are provided a reasonable use of their land
while the Town is able to judiciously use its resources to provide the services for residents and employers needs.
The future land use plan section of the Comprehensive Plan (including the goals, objectives, policies and Future
Land Use Map) brings together the ideas, studies, trends, and projections to create a general pattern of
relationships between different land uses. This section of the Plan provides a representation of how the Town can
position itself to preserve its essential character and identity, while meeting the needs of a changing community.
Several important purposes of the Future Land Use Plan include accomplishing goals and objectives, decision-
making aid, basis for zoning, coordination device, and foundation for planning.
The Comprehensive Plan designates this site as Light Industrial in the Future Land Use Map. The Industrial Goal
states To encourage and plan for clean and light industrial activities that are economically beneficial and
compatible with the needs, character, and environment of the Town. Light Industrial areas are envisioned to
include light manufacturing, flex industrial uses and wholesale commercial uses, with limited office uses.
Industrial land uses should be limited to uses that do not generate inordinate amounts of noise, smoke, dust,
odors, heat, or electrical disturbances. Industrial sites should be co-located or located near one another.
Scattered or strip sites is strongly discouraged. Uses should be limited to those that will provide a variety of light
industrial uses that will contribute to the creation of new businesses and retention and expansion of existing
businesses, with very limited support for commercial uses allowed as integrated elements of the industrial
development for the purpose of reducing traffic generation from the site.

Page B-1
The Comprehensive Plan goes on to describe the goals and objectives of Light Industrial as:
By creating and expanding these (Industrial) sites, it will reduce the amount of persons commuting towards
Northern Virginia, and thereby reducing travel time and congestion to name a few. The areas proposed for
light industrial shown on the future land use map should adhere to the following standards and guidelines.
Access to industrial areas should not conflict with residential traffic, and therefore, should be separated
from other types of traffic. This should be accomplished by a road system that permits separation of
uses. The non-residential traffic should be routed to collector roads and highways as quickly as
possible.
Industrial uses should be supported with public utilities. In addition, where other utilities are not
available, such as natural gas, electric, and phone, those companies should be encouraged to extend
their services into industrial areas.
A set of performance standards should be established in order to mitigate any potential adverse impacts
that may be emitted by a particular use.
When designating, and/or developing industrial sites, particular attention should be given to buffering
adjacent non-industrial uses, including appropriate landscaping, screening, setbacks, and open space.
When evaluating new locations for industrial sites, compatibility with adjacent uses should be carefully
considered. Industrial uses should be located adjacent to compatible uses.
Uses should be limited to those that will provide a variety of light industrial uses that will contribute to
the creation of new businesses and retention and expansion of existing businesses, with very limited
support commercial uses allowed as integrated elements of the industrial development for the purpose
of reducing traffic generation from the site.
The 2002 Comprehensive Plan calls for an adequate supply of land for clean and light industrial development. It
further states the Town will promote the complete development of those sites designated in this Plan, but
recognizes that the supply of such land within Town is limited, and that most of Warrentons job growth will be in
the retail and office sectors, not industrial.
Standard Analysis
Whether the rezoning request, if granted, would
The Comprehensive Plan does not consider Planned
further the public interest, and whether it conforms
Unit Developments, but does promote mixed
with the goals, objectives, and policies of the
developments and uses.
Comprehensive Plan.
The Future Land Use Map within the Comprehensive
Plan does not specifically include Planned Unit
Whether the rezoning is consistent with the Town's Developments and ZMA 16-01 is designated as light
Future Land Use Plan, as identified in the industrial. The Comprehensive Plan encourages
Comprehensive Plan, and established character of the campus-style plans over strip-development for industrial
area and land use patterns. areas and recommends integrating uses within planned
neighborhoods.
Whether the rezoning is justified by changed or The applicant believes that there is demand for a mixed-
changing conditions. use development within the Town of Warrenton.

Page B-2
Proposals Strengths
As this is an application to rezone to a Planned Unit Development (PUD), which the Comprehensive Plan
does not specifically include in the Future Land Use Map, it is important to look at other goals of the
Comprehensive Plan. Specifically, the Comprehensive Plan calls for a mix of development types and styles
which are compatible with Warrentons historic, small town character. The mix should be fine-grained so as
to avoid large areas of single uses and so as to create human-scaled neighborhoods.
Further, the Comprehensive Plan discourages new development in scattered strip sites. Instead it favors a
safe, efficient and multi-modal transportation system for the movement of people, goods and services, in and
around the Town, that is consistent with the historic fabric, land use pattern and expected future fiscal needs
of the Town.
As the applicant points out in the Narrative Statement, the proposed rezoning seeks to address the
Comprehensive Plans objective to promote mixed-use development as an economical and environmentally
sound use of land.
Proposals Weaknesses
The speculative nature of the proposal means the Town is not assured of the end users or if the design will
ultimately be consistent with the historic fabric and land use pattern.
As proffered, the term minor is used to describe modifications to the proffered plans which may be
approved by the Town or by the Planning Director. Additional clarification is needed to define the term
minor.
On balance, this application is found to be consistent with the relevant mixed use land use components of the
Comprehensive Use Plan. The Industrial Plan Unit Development Zoning District was drafted and approved
without corresponding amendments to the Comprehensive Plan Sections making full consistency unachievable as
there is no Future Land Use designation tied to the Industrial Planned Unit Development zoning.
Town Design Analysis
An attractive, well-designed community will attract quality development, instill civic pride, improve the visual
character of the community and create a strong, positive image of the Town of Warrenton. In the 2002
Comprehensive Plan, there is extensive focus on town design policies and guidelines that further the Towns goals
of promoting a visually pleasing Town environment and preserving the Towns scenic views, small town
atmosphere, and landscape character. Trends in new development are influenced by modern economic and
cultural forces that can conflict with the historic character and reduce the visual distinction of Warrenton in
relation to other communities.
Thus, the Comprehensive Plan seeks to address these potential conflicts by encouraging newer development to
incorporate the historic pattern and scale of Old Town to guide the character of new architecture and urban
design efforts for newer areas of Town.
Specifically, the Comprehensive Plan states:
it is critical that the Town not only preserve and maintain the historic fabric, but also that it use this fabric as

Page B-3
the model for guiding new development within and adjacent to the Town. Such an effort is a continuing challenge
because of the pressures for non-pedestrian scale developmentHowever, the Town can take steps to influence
the design of new development to make it more compatible with the historic character
Mixed use development is encouraged throughout the 2002 Comprehensive Plan. This particular application is in
keeping with the Traditional Urban Design Policies and Guidelines. Highlights include:
The citizens of Warrenton have an affection for the historic fabric of the Town in part because it has what is
called a human scale that is, the size of outdoor spaces created by streets, buildings and vegetation
relates to the size of a human being, thereby making the Towns streets comfortable and pleasing places to
walk. Thus, when larger open parcels in the Town are developed, the pattern of such new development should
be consistent with the features of the Towns traditional design and development patterns that have created
Warrentons human scale environment. These features include:
- relatively narrow street widths,

- a grid of interconnected streets,
- sidewalks along the streets,
- a mix of lot widths (some narrow, some wide),
- on-street parallel parking, and
- buildings located relatively close to the front street.
New residential neighborhoods should incorporate the features listed above, as well as garages located
toward the rear of the lot rather than the front.
New commercial development should incorporate the features listed above, as well as other elements that
produce street frontages that are comfortable for people. These elements include sidewalks, street trees, street
furniture and rear yard parking areas.
In general, similar uses should face each other across a street. Where dissimilar uses are contiguous, they
should connect at the rear of the lot where buffers can be easily established, rather than the side or front of
the lot.
New roads should be well connected to the Towns existing street network. All streets should terminate in
other streets, not cul-de-sacs, in order to achieve maximum traffic capacity, flexibility and safety. The
engineering design elements of new streets, including pavement widths, slopes and curve radii, should be
compatible with the historic fabric and pedestrian scale of the Town.
Parking lots should be located to the rear of structures so that main buildings can be located near the front
street, and the sidewalk space can be a pleasant place for people to walk. On-site parking should be
combined with parallel parking along the frontage of the site to provide adequate space for the expected
demand produced by the on-site use.
New neighborhoods should establish public spaces such as greens or squares, which can be used for a range
of community functions. Such greens and squares need not be large in area, but should be well defined

Page B-4
spatially, with adjacent buildings or vegetation providing a strong sense of enclosure to the outdoor space.
Standard Analysis
This application has potential to be in keeping with
the Traditional Urban Design Policies and
The pattern of development within the respective PUD
Guidelines. The applicants proposal and design
is consistent with the features of the Town's traditional
guidelines could help ensure these goals are met.
design and development patterns and expands the
However, at this time there are no proffers of street
opportunity for a Live-work environment as identified in
details, or sidewalk sizing to reference when
the Warrenton Comprehensive Plan.
determining consistency with the goals of the
Comprehensive Plan.
Proposals Strengths
As proffered, the site will not contain any metal buildings nor use concrete masonry unit block. This provides
additional security concerning the final design of the buildings.
As proffered, the site will contain a play fountain/splash pad and three bicycle racks. These may help provide
additional recreational opportunities in the area.
As proffered, site lighting shall comply with the Towns photometric standards applicable to a lighting plan
for the Project to be submitted with the site/subdivision plan for the development of the Property. All parking
lot lights shall have fixtures which direct light downward and inward and all building-mounted lighting, if
any, shall be directed or shielded in such a manner to prevent glare from projecting onto adjacent properties or
public rights of way.
The Design Guidelines are proffered to be in General Conformance with the document dated December 1,
2016 subject to minor modifications. The word minor is subjective and undefined. This becomes an
important consideration when pages 3-4 of the Master Development Plan, titled Concept Plan, are included
and thus proffered. In addition, while the applicant has verbally stated a desire for a Main Street type
development, nowhere is this stated in the proffers, nor the Design Standards. Reference to a human-scaled,
pedestrian-friendly, Main Street development with public gathering spaces, wider than standard sidewalks,
outdoor seating, and streetscaping with provisions for bicycles, pedestrians, and trails, as well as landscaping,
would help to ensure the Town realizes the applicants vision, if approved.
The Design Guidelines contain multiple architectural styles from contemporary to traditional to art deco. It
would be helpful if the applicant specified architectural features to ensure design quality. For example, some
of the pictures illustrate varying styles, colors, and setbacks by each storefront. Some illustrate a uniform
setback with a uniform treatment. While the proffers state the exterior building elevations shall vary to the
extent feasible, combined with the above statements, the result is continued uncertainty on what the end
product will be for the community. Final building elevation design shall be determined at Site Plan
submission or the proffered Post Zoning Master Development Plan submission.
A proposed site layout is shown in the Design Guidelines. However, this layout is not proffered. As such, the

Page B-5
final site layout shall be determined at Site Plan submission or the proffered Post Zoning Master Development
Plan submission. It is important to note the future uses may come in piecemeal and there is no mechanism to
require later developments to match the design of earlier developments in the proposed rezoning application.
On balance, while the stated intent of the application is found to be consistent with the relevant components of
the Town Design section of the Comprehensive Plan as a mixed-use, Main Street type development there are no
guarantees in design based on the current application. Additionally certainty is needed as provisions for bicycles,
pedestrians, and trails, as well as landscaping, to ensure the Town realizes the applicants vision.
Zoning Analysis
The legislative intent of the Industrial District is to implement the Towns Comprehensive Plan by providing for
a variety of light manufacturing, fabricating, processing, wholesale distributing, and warehousing uses
appropriately located for access by highways and providing a controlled environment within which signing is
limited, uses are to be conducted generally within completely enclosed buildings, and a moderate amount of
landscaping is required. In order to preserve the land for industry, to reduce extraneous traffic, and avoid future
conflicts between industry and other uses, business and service uses are limited primarily to those which will be
useful to employees in the district and future residential uses are restricted.
If ZMA 2016-01 is approved, these parcels will be subject to the requirements under the I-PUD Zoning District.
Per the Zoning Ordinance, the legislative intent of the PUD/I-PUD District is to encourage innovations in
residential and nonresidential development so that the growing demands of Warrenton may be met by greater
variety in type, design and layout of buildings and housing types and to achieve the purposes set out in Section
15.2-2283 of the Code of Virginia, the Town's Comprehensive Plan, and the following specific purposes of:
3-5.2.1.2 Commercial or Industrial Planned Unit Development

1. Increasing economic opportunities through planned communities that include light industrial and/or
commercial business parks with on-site residential development conducive to implementing the Goals
and Objectives of the Comprehensive Plan.
2. Developing gateway communities to maintain and convey a sense of the Town's unique character by
utilizing mixed-use development compatible with Warrenton's historic environment.
3. Discouraging stereotypical "strip development" and encouraging creative urban design though
zoning and subdivision regulations that incorporate flexible design standards, incentives and
bonuses. Therefore, the PUD process shall permit a freer placement of buildings within the project
area than the conventional subdivision system. In consideration of the unified development concept,
the total project parcel shall be the unit of regulation and density shall be calculated on a project-
wide basis to permit the clustering of buildings to create open space and preserve natural site
features.
4. Maintaining and encouraging efficient land use patterns that integrate residential, commercial,
public and employment in planned neighborhoods.
5. Targeting and recruiting new private sector employers in specific commercial and industrial uses to
maintain and enhance a balanced tax base through the expansion of employment opportunities that
complement and support Main Street.
6. Promoting professional offices and their contributions to a balanced mix of employment
opportunities.

Page B-6
7. Balancing multi-modal transportation needs including motor vehicles, bicycles and pedestrians.
8. Reducing vehicular traffic by locating employment and housing within one development.
Standard Analysis
A rezoning to I-PUD will allow residential uses and additional
Whether the rezoning, if granted, would
commercial uses within the proposed development and will
create an isolated district unrelated to adjacent
encourage creative design incorporating , which will help
districts.
transition the adjacent districts to the proposed development.
Whether the rezoning will be compatible with The properties in ZMA 16-01 are zoned Industrial (I) and are
properties and uses in the vicinity and not adjacent to residential districts. A rezoning to I-PUD will allow
have an adverse impact on these properties or residential uses and additional commercial uses within the
their values. proposed development, which will help the projects transition
to adjacent neighborhoods. The setting along the busy eastern
Existing and proposed land uses adjacent to
corridor of Town is a prime gateway location for encouraging
the site have been considered.
creative urban design and incorporation of flexible design
standards, incentives and bonuses. The PUD process permits
freer placement of uses within the project area, allowing the
The amount and relationship of the various clustering of buildings to create open space and preserve natural
types of industrial, commercial, and site features. While staff still has questions about the land use
residential uses proposed by the development mix and what exactly is proposed, the opportunity exists for
are documented. mixed-use development that is compatible with, supports, and
enhances the quality of life of residents of the adjoining
neighborhoods.
There are a limited number of large parcels available for
development within the Town of Warrenton. In addition, the
Town currently does not have any I-PUD zoning designations.
Whether there are adequate sites available The proposed uses are allowable within other zoning districts,
elsewhere in the Town for the proposed use, though not as mixed-use developments. The property is in a
or uses, in districts where such uses are unique situation due to its size and location that presents
already allowed. challenges, but offers clear opportunities for vital, functional
new private sector employers to maintain and enhance a
balanced tax base through the expansion of employment
opportunities that complement and support Main Street.
The uses allowed under the current zoning allow for
economically viable light industrial uses. The proposed
Whether a reasonable and viable economic
rezoning would allow for increased diversity of uses. The
use of the subject property exists under the
integration of residential, commercial, public and employment
current zoning.
prospects in planned neighborhoods will strengthen the
economic viability of the parcel and the Town as a whole.
Proposals Strengths
As an Industrial Planned Unit Development, there is the potential for additional assurances that the site
develops with some consistency across multiple parcels in terms of design standards, expected uses, and
density.

Page B-7
Due to the lack of detail in the application, staff is unable to verify that the application meets all applicable
zoning ordinance requirements. Many of these items are verifiable at time of Site Plan submission or the
proffered Post Zoning Master Development Plan submission.
- The application does not provide proposed land-use mix percentages, but a waiver is requested from the
land-use mix percentage requirements. Staff cannot support the waiver at this time as the hardship is
undetermined.
- The proffers state that all uses permitted in the I-PUD Zoning District shall be permitted on the property.
It should be noted that the applicant is not absolved from obtaining a special use permit for those uses
requiring one in the I-PUD Zoning District.
- Zoning items to be verified at time of Post Zoning Master Development Plan submission include open
space, parking, building heights, uses, landscaping, and buffers.
- A waiver is requested from the Zoning Ordinance section on signage in order to provide a comprehensive
sign package. The 2002 Comprehensive Plan specifically calls out signage under Town Design. Signage
is recognized as a powerful influence on how a community feels, therefore it is recommended to be
coordinated, harmonious andenhance the appearance of the Town rather than detract from it. The
guidance goes on to argue that coordinated and harmonious helps business and promotes tourism.
Lights on commercial and residential buildings should be carefully placed and not excessively bright.
The Town is currently undertaking a signage code rewrite, staff cannot support the waiver at this point in
the process as the justification is unclear.
- The waivers requested may change the nature and location of the required Central Plaza. The proffered
Public Gathering Area appears to be tied to the Zoning Ordinance requirements for a Central Plaza.
However, the proffers modify these requirements to include as part of the required Central Plaza,
sidewalks five feet or wider. This may result in spreading out the plaza in such a way that it is no longer
central. The waiver requested for the Public Gathering Area also requests that the area be located on a
public or private road and adjoining one/two story buildings, or one-story buildings with two stories in
appearance. The applicant stated intent of a Public Gathering Area is consistent with the zoning
ordinance, but the waiver request and proffers as written create a situation of uncertainty in the actual
outcome. Staff cannot support a waiver at this stage of the process as the hardship is undefined and the
Central Plaza is key to the intent of the district.
On balance, as proposed, consistency with the Zoning Ordinance will need to be verified at time of Post Zoning
Master Development Plan submission and/or Site Plan submission. However, at that time, the Town cannot
impose new conditions and the applicant cannot propose new proffers without a legislative application. Therefore,
should there be elements of the Master Development Plan or Site Plan that do not meet the Zoning Ordinance,
additional legislative action could be needed.
Natural Environment Analysis
The Natural Environment section of the Comprehensive Plan Environment Plan sets out policies and objectives
that further the Towns goals to (1) enhance the Towns aesthetic character through preservation of significant
natural features and vistas and through landscaping and tree planting; (2) preserve the visual and ecological value
of the Towns significant natural resources, including floodplains, steep slopes and mature vegetation; and (3)
preserve the scenic, rural views from within the Town to the surrounding areas. This section includes
recommendations relating to: the preservation of usable open space, conservation of natural resources, promoting
the use of existing topography, minimization of existing tree cover loss, promotion of additional landscaping,

Page B-8
incorporation of environmentally sensitive development techniques, improvement of air quality, identification of

problematic soil issues, enhancement of surface and groundwater quality, limitations on impervious surfaces, and
limitations on excessive outdoor lighting and noise levels.
Within the proposed rezoning area there is an existing Stormwater Management/Best Management Practices
Facility (SWM/BMP) serving OTAC I, OTAC II, and OTAC III, located between these buildings next to U.S
29/15/17. Additionally, a non-functioning SWM/BMP facility is located within Town owned property,
approximately in the center of the proposed rezoning area, along with sanitary sewer utilities. Steep slopes exist
within the center and northern portions of the proposed rezoning area, and at least one blue line stream appears to
cross the parcel. A 2008 Wetland Delineation Report for this area found no areas warranting delineation.
However, it will need to be updated to reflect current conditions and regulations as the approval is valid for a five
year period.
Standard Analysis
The rezoning does not include environmentally
Whether the effect of the proposed rezoning on sensitive land and the applicant does not anticipate
environmentally sensitive land or natural features, negative off-site environmental impacts. Additional
wildlife habitat, vegetation, water quality and air state required MS4 nutrient reductions and water
quality is compatible with the Towns Comprehensive quality/water quantity controls may be needed at the
Plan. time of site plan considering the large amount of
pavement within the proposed plan.
The effect of the rezoning on natural, scenic,
archaeological, or historic features of significant No historic features of significance have been
importance. identified. The proposal does not include limits of
The preservation of trees, groves, watercourses, scenic clearing and grading or tree save areas despite large
points, historic spots, and other community assets and hard woods on site.
landmarks will be incorporated.
The amount, location, and proposed uses of permanent Open space is not shown on the proffered plans. It is
open space achieved by the development are proposed by the applicant to be included in the
illustrated. proffered Post Zoning Master Development Plan.
Proposals Strengths
As proffered, the site will have a 30 landscape easement along Walker Drive from East Lee Street to Hidden
Creek Lane and along East Lee Street from U.S. 29 to Walker Drive. Within the 30 landscape easement, the
Master Development Plan states that, this area shall utilize screening measures such as, but not limited to,
shrubs, earth berming and/or structural measures such as fencing. Sufficient measures shall be installed to
screen parked cars adjacent to these landscape areas.
As proffered, the site will contain two trees every fifty feet where a 30 landscape easement is shown on the
Master Development Plan Proffer Sheet. The Zoning Ordinance requires street trees at one canopy tree per
fifty feet.
As proffered, refuse pick-up and street cleaning shall not occur between 10pm and 6am. This proffer limits
concerns with noise during early hours affecting neighbors.

Page B-9
As one of the Comprehensive Plans goals is To preserve the visual and ecological value of the Towns
significant natural resources, including floodplains, steep slopes and mature vegetation, careful
consideration needs to be made for the steep slopes on the property and the existing mature vegetation. Steep
slope suitability may come before the Planning Commission if the property is subdivided per the Subdivision
Ordinance Article 4.
2008 Wetland Delineation Report compiled by James E. Irre, of McCarthy & Associates, Inc., contains
certain specific information that is descriptive of the site conditions as of 2008, but has no standing unless
and until a current Approved Jurisdictional Determination (AJD) has been issued by the US Army Corps of
Engineers. Compliance with federal permitting requirements is an important step in site planning. Staff
suggests that a current Approved Jurisdictional Determination (AJD) is submitted as supporting
documentation that federal requirements have been, or will be, met at the Site Plan application phase of the
project, to ensure that there are no issues with compliance or conflicting regulations [Ref: USACE
Regulatory Guidance Letter 16-01].
Due to the applicant not submitting in the Master Development Plan how or if the site can meet various
Stormwater Management requirements, it should be understood that even if the rezoning proposal is approved
at the requested square footage, this does not guarantee the site can fully support the proposed uses. State and
Zoning Ordinance regulations may result in a scaled back development.
On balance, it cannot be determined with full certainty that this application is consistent with the relevant
components of the Natural Environment section of the Comprehensive Plan, Zoning Ordinance, and Virginia
Stormwater Management regulations as many components will not be reviewed until Post Zoning Master
Development Plan or Site Plan submission.
Transportation and Circulation Analysis
The primary transportation and circulation goal for the Town of Warrenton is To encourage the development of
a safe, efficient and multi-modal transportation system for the movement of people, goods and services, in and
around the Town, that is consistent with the historic fabric, land use pattern and expected future fiscal needs of
the Town. The Transportation and Circulation section of the Comprehensive Plan sets out policies and objectives
that work to further this goal. The section includes recommendations addressing improvements for pedestrian use,
new street connections, parking and sidewalks, trails, cost sharing, traffic calming techniques, safety, and signage.
The applicant prepared a Traffic Impact Analysis (TIA) for the rezoning request, which was reviewed by Town
staff, the Towns transportation consultant Kimley Horn, and the Virginia Department of Transportation (VDOT).
The TIA assumed the site would be developed in two (2) phases, with the first phase completed in 2018, and the
second phase completed in 2019. At full build out the assumption was:
21,000 square foot bowling alley

35,000 square foot multiplex movie theater
37,356 square feet office space
55,967 square feet of retail space
33,550 square feet of restaurant space
116 apartment units

Page B-10
The property was analyzed assuming three access points along Walker Drive and one access point along Academy
Hill Road.
Highlighted parameters of the TIA scope included:
Study Periods Existing, Phase 1 (2018), Phase 2 (2019), and six years after completion (2025)
Study Hours Weekday evening and Saturday midday peak hours
Intersections to be included in the analysis:
o Walker Drive and Academy Hill Road
o Walker Drive and Breezewood Drive/Existing Office Building Access
o Walker Drive and Hidden Creek/Site Access B
o E. Lee Street and Falmouth Street
o E. Lee Street and Walker Drive
o E. Lee Street/Meetze Road and U.S. 29 Bypass southbound ramp
o Meetze Road and U.S. 29 Bypass northbound ramp
o Walker Drive and Site Access A
o Walker Drive and Site Access C
o Academy Hill Road and Site Access D
Annual Growth Rate 1%
Background included the approved yet to be developed Warrenton Crossing and Walker Drive by-right
developments.
The summary of the TIA allocates 11,751 net new trips associated with the trip generation rates total for the
subject site. The 2015 existing peak hour traffic volumes state an annual average daily trip (AADT) of 4,480 on
Walker Drive between Breezewood Drive and Hidden Creek Lane.
The maximum capacity question of roads is looked at in terms of Level of Service. A being the best with free
flow traffic; F being the worst with traffic at a standstill. 2015 Levels of Service at peak hours are A and B for
intersections along Walker Drive, with the exception of the intersection between Walker Drive and E. Lee Street.
At this intersection, LOS ranges from A to C depending on the turning movement. In 2025 the total peak hour
traffic volume on Walker Drive between the proposed Site Entrance A (closest to E. Lee Street) and E. Lee Street
is 14,340 AADT, according to the TIA. The Level of Service of Walker Drive in 2025 varies from A to F
depending on the turning movements and intersection. The neighborhoods on the west side of Walker Drive have
a LOS turning movement between A and B onto Walker Drive at peak hour Saturday PM with a proposed signal
at the Site Entrance A.
The result of the TIA as it relates to this application is for three intersections to be signalized by the completion of
this project and left and right turn lanes be provided on Walker Drive. The locations of the signals included:
Walker Drive and Site Entrance A

Walker Drive and E. Lee Street
Meetze Road and northbound ramp U.S. 29 Bypass

Page B-11
The applicant, staff, transportation consultants, and VDOT continue to work together to address walkability,
access to and within the site, and roundabouts as opposed to signals at intersections to allow for the continuous
movement of vehicles. The Comprehensive Plan supports all these concepts, as does VDOT. Specifically, the
Comprehensive Plans goals associated with the transportation include:
1. To encourage the development of a safe, efficient and multi-modal transportation system for the
movement of people, goods and services , in and around the Town, that is consistent with the historic
fabric, land use pattern and expected future fiscal needs of the Town.
2. To create a transportation system that is sufficient to accommodate anticipated land use changes and be
coordinated with transportation elements of the adjacent Warrenton Service District in Fauquier County.
3. To create transportation system improvements that are consistent with a sound fiscal policy and
supported by reasonable contributions from private developers for a share in improvement costs.
4. To balance the needs of all modes of travel, including motor vehicles, bicycles and pedestrians, and
ensure that each system supports the Towns land use, economic and preservation goals.
The applicant proffered to install crosswalks at controlled intersections and three bicycle racks within the
development. The Master Development Plan proposes a combination of a 5 sidewalk and 8 wide asphalt trail on
the frontage of Walker Drive. In addition, if a future traffic signal warrant study finds signals are needed at the
three TIA identified intersections, the applicant proffered to provide the pro-rata share towards the construction of
such signals. Further, the applicant proffered the intention to install a signal or roundabout at Site Entrance A at
their sole expense in the first phase of development. Finally, the applicant proffered the following turn lanes:
200 left turn lane southbound approach of Walker Drive at Walker Drive and E. Lee Street.
Left and right turn lanes on Walker Drive at Site Access Points A and B.
Two lane approaches for the exiting movements from the site.
The applicant has declined to expand the proposed sidewalk/trail into a 10 multi-use trail or to provide a
southbound left turn lane on Walker Drive at the existing office access entrance opposite Breezewood Drive. As
the subject parcels are located adjacent to a gateway into the Town and existing neighborhoods, as well as
proposing a mixed-use designed to attract regional visitors, the treatment and design of transportation remains a
crucial component of the application.
Standard Analysis
The TIA provided by the applicant shows that the
Whether the impact that the uses that would be proposal will have an impact upon traffic. As proffered,
permitted if the property were rezoned will have upon if warranted, the site will receive a turn signal, a
the volume of vehicular and pedestrian traffic and roundabout, turn lanes, and crosswalks.
traffic safety in the vicinity and whether the proposed
rezoning provides sufficient measures to mitigate such A left turn lane at the existing development was
impacts. suggested but not proffered. A pedestrian analysis was
requested but not provided.
The PUD is established in an area adjacent to an
The proposed I-PUD is bounded by Walker Drive on
arterial highway and is served by a road network of
the west, Academy Hill Road to the north, and East Lee
minor arterial highways or higher as designated in the
Street to the South, and U.S. 15/U.S. 17 Bypass to the
Warrenton Comprehensive Plan to efficiently and
east. The U.S. 15/U.S. 17 Bypass has an exit onto East
safely afford movement of the volume of vehicles
Lee Street, on the southern end of the project area.
generated by the development.

Page B-12
Standard Analysis
Development is designed to promote quality lifestyles
by encouraging pedestrian movement and reducing
As proffered, the site will contain crosswalks. The type
automobile movement. Therefore, connections shall
of crosswalk is not defined (HAWK or signalized).
be provided from the development to any adjacent
existing and/or proposed sidewalks or trails.
Proposals Strengths
The property and its users will benefit from the proffered installation of bicycle racks. There is no trigger for
when the bicycle racks will be installed.
As proffered, the site may receive additional transportation improvements in the way of a signal at East Lee
and Walker Drive (if warranted), a roundabout at Site Entrance A, and turn lanes. These improvements will
help mitigate traffic impacts of the development.
The applicant has provided a roundabout study as requested by the Planning Commission.
As proffered, it is unclear as to what type of crosswalks will be provided. In addition, a pedestrian analysis
was requested as part of the Transportation Impact Analysis, but was not provided.
A left turn lane was requested for the existing development, however it is not proffered.
Vehicle entrance radiuses, as shown on the Master Development Plan Transportation Sheet dated December
2, 2016, will need to meet the requirements of the Warrenton Volunteer Fire Department. This can be
confirmed at time of Site Plan or Post Zoning Master Development Plan submission.
As proffered, the site will contain an 8 wide asphalt trail and a 5 concrete sidewalk along the propertys
frontage. The width and treatment should be consistent for the entire Planned Unit Development. As has been
stated multiple times throughout the review process, the linkage along this property serves as a priority
connection not only to the internal Town circulation for Academy Hill Park, Old Town, and residential
neighborhoods for bicycles and pedestrians but also with the connection to the Countys Whites Mill trail
system.
On balance, it cannot be determined with full certainty that this application is consistent with the relevant
components of the Transportation and Circulation section of the Comprehensive Plan, Zoning Ordinance, and
VDOT standards/regulations as many components will not be finalized until Site Plan submission or site
development.
Housing Analysis
The primary housing goals for the Town of Warrenton are to: (1) encourage the development of a wide range of
housing opportunities by type, design, and density for all residents of Warrenton; (2) provide for affordable
housing options; and (3) encourage infill development in established areas that is compatible with existing uses
and which is compatible in scale with the surrounding neighborhood. This section includes policies encouraging
wide range of housing types, compatible/sensitive infill development, residential uses in downtown, additional

Page B-13
housing for senior citizens, provisions for safe housing stock, and compatible accessory dwellings. This
application proffers a maximum of 116 multi-family units/condominiums.
Standard Analysis
The Letter of Justification describes these units as high-
The effect of the proposed rezoning to provide end. As such, they may not provide additional moderate
moderate housing by enhancing opportunities for all housing opportunities nor affordable housing options.
qualified residents of the Town. However, it does introduce a housing type of which the
Town has a limited supply in an infill development.
Proposals Strengths
The proposed residential uses may be located within a mixed-use development. This would promote the
Towns goal of increasing mixed use development.
Introduces a housing type of which there is currently a limited supply in Town.
Lack of proffered street sections or connections within the development.
On balance, this application is found to be consistent with the relevant components of the Housing section of the
Comprehensive Plan and related Town Ordinances.
Community Facilities and Services Analysis
Public community facilities in the Town are provided by the Town, Fauquier County, and other public groups for
the benefit of all residents. The availability and quality of these facilities, that include, schools, libraries, hospitals,
parks, police and fire and rescue services, are evaluated when people are considering moving into the Town or
nearby area. The provision of these facilities adds to the desirability of living in the Town. The Comprehensive
Plans primary community facilities and services goals for the Town of Warrenton are:
1. To ensure adequate community facilities conveniently located to serve existing and future neighborhoods.
2. To provide high quality community facilities and services while maintaining stable taxes commensurate
with the developing Town area and within the constraints of the Towns fiscal capacity.
3. To continue providing a safe, reliable, and cost-efficient water supply, sewage treatment, and solid waste
collection services to all Town residents, and water and sewer services within designated areas of the
Town of Warrenton Fauquier County Master Water and Sewer Agreement.
4. To obtain the Towns proportionate share of community services provided by other governments,
including a fair and reasonable balance in funding sources for community facilities and services from
Town residents, businesses, the County government, the State and Federal governments, and developers.
Public services are essential to the community structure and quality of life, as well as to long term economic
vitality. They support existing and planned developments and contribute to the health, safety, education and
general welfare of Warrenton residents.

Page B-14
Standard Analysis
Whether utility, sewer and water, transportation, school, The subject parcels will require public utilities and
recreation, stormwater management and other facilities public services. As proffered, the site will
exist or can be provided to serve the uses that would be individually meter all condominiums (not
permitted on the property if it were rezoned. apartments) to create predictability for utilities to
offset water and sewer impacts.
Additional community facilities made necessary by the
proposed development will be provided in accord with Transportation improvements have been proffered to
the Town's plans and policies. help offset transportation impacts. This includes
traffic light, roundabout, crosswalk, and turn lane
Additional public services made necessary by the improvements. Intersection improvements (signal
proposed development will be provided or funds will be and/or roundabout) are proffered at a pro rata share.
reserved in accordance with the Town's plans and
Stormwater Management requirements will be
policies.
determined at Site Plan Review. Meeting these
The adequacy of utility services is sufficient for the requirements may result in a scaled back
proposed uses. development.
Proposals Strengths
The applicant has proffered to extend the proposed sanitary stub-out to the west side of Walker Drive at the
intersection with Lee Street. This can be shown and/or completed during the site planning process.
As proffered, the subject parcels shall comply with all applicable requirements of the International Building
Codes for building construction and fire suppression.
The proffers state all traffic signals shall comply with the Towns Opticon system utilized by the Warrenton
Volunteer Fire Company.
This rezoning request includes a significant residential component as well as a higher intensity development
use than originally anticipated with the existing zoning category. As a result, the allocated water and sewer
use capacities available are less than what was anticipated in the 2015 Whitman, Requardt and Associates
Water and Sewer Master Plan. To assist with this, the applicant shall individually meter all condominiums
(not apartments). However, as proffered, the site may not have any condominiums. Staff does not believe this
is the applicant's intent, but it is not proffered at this time.
On balance, this application is consistent with the Community Facilities and Services goal in the Comprehensive
Plan, To ensure adequate community facilities conveniently located to serve existing and future neighborhoods.
Final compliance with the Public Facilities Manual and Fire Rescue/Safety concerns will be completed at time of
Site Plan submission.
Economic Resources Analysis
The Town of Warrenton seeks to strengthen its economic base through business development and tourism
promotion. The goals of the Economic Resources section of the Comprehensive Plan are to:

Page B-15
1. Maintain the Towns role as the economic and governmental center of Fauquier County.
2. Promote and maintain the economic vitality of the historic downtown area.
3. Promote a diverse, balanced and stable employment base.
4. Promote a stable and healthy commercial tax base that expands in proportion to the residential tax base.
In response to the Zoning Ordinance submittal requirement for fiscal impact information, the application provided
a January 9, 2006 REMI Economic Impact of Shopping Center Developments Final Report and a narrative called,
The Potential Fiscal/Economic Impacts of the Proposed Walker Drive I-PUD Rezoning Application. Based on
the REMI numbers, and adjusted to 175,000 square feet, the applicant estimates that the non-residential
component of the project will create 133 jobs during development/construction with a Gross Regional Product
impact of $16 million, and an addition of $6 million to the local real disposable personal income. Further, the
applicant puts forth that continuing operations of the project during the first year after construction would be
expected to add 325 jobs and provide first year annual economic output of $47 million with an estimated increase
in Gross Regional Product of $28 million and an increase in local real disposable personal income of $8 million.
The application also offeres that according to the National Multifamily Housing Council and the National
Apartment Association, the construction of 116 multifamily residential units would contribute over $20 million to
the area economy annually in the form of combined direct and indirect expenses connected with construction,
operations, and residents spending, as well as support 126 construction jobs. Once the units are occupied the
applicant believes expenditures by the residents would support 46 jobs both directly and overall in the
community, and contribute in excess of $4 million annually to the local economy.
Economic Impacts narrative provides further analysis for the potential of fiscal and economic impacts of the
proposal. Assuming 180,000 square feet of commercial/retail/industrial space, 116 dwelling units, and the
associated assumptions of sales levels and tax rates, the narrative calculates total annual revenues of $961,000 for
the Town of Warrenton and $1,376,000 for Fauquier County.
Standard Analysis
Comprehensive Plan policies look to promote the
Whether the proposed rezoning encourages economic
Central Business District and to ensure adequate land
development activities in areas designated by the
is available to commercial and industrial growth. The
Comprehensive Plan and provides desirable
proposed rezoning includes uses that will provide
employment and enlarges the tax base.
employment and enlarge the tax base.
Whether the proposed rezoning considers the current The proposed rezoning would include a mix of uses
and future requirements of the community as to land for including retail, office, restaurant, entertainment, and
various purposes, including housing and business, as residential uses. The application does not include a
determined by population and economic studies. detailed econometric study.
Proposals Strengths
The Town recognizes building a robust economy requires attracting companies that provide quality jobsthat
is, jobs that provide wages that spur and support other industries, such as restaurants, retail and professional
services. Increasingly, attracting companies means attracting (and retaining) the workforce they need.
Talented young professionals are in high demand, as are the places these professionals choose to live, work,
and play. They seek to work in an environment where they can recreate, shop and live in close proximity to

Page B-16
their work. Having spaces that meet these needs makes Warrenton attractive to more companies, and builds
the potential of retaining our youth and employing area residents within our own community. The
development proposed by the applicant appears to offer an opportunity to provide companies what they are
looking forthe potential for Class A office to meet their space needs; and condos and apartments with on-
site amenities to meet the desires of their employees. The potential for grocery, dining and entertainment
within walking distance, complemented by communal green spaces, create a desirable location for both
companies offering quality jobs and their employees.
The proposed development offers new opportunities for economic growth. In the short-term, a development
of such a large scale will undoubtedly stimulate the local economy through construction employment and
expenditures. In the long-term, the project may also directly benefit the Town through increased tax revenues.
Securing an entertainment use (i.e. movie theater, bowling alley, etc.) will be a critical point for the
development and greatly determines its economic impact. There is a high demand among residents in the
region for entertainment venues, particularly those open to children and families. Because of this demand, the
proposed development could draw customers from the greater region, customers who may not have otherwise
come to Warrenton.
Most of the existing industrial land in the Town of Warrenton is not conducive to traditional industrial uses,
which typically desire areas away from urbanized areas. The proposed rezoning includes a mix of uses that
may be more appropriate to the area.
The application does not include a detailed econometric study. Additional questions might arise during the
review process pertaining to the specific potential economic impacts, positive or negative, to the Town and
the surrounding neighborhoods.
On balance, this application is found to be consistent with the Comprehensive Plan Economic Resources section
goal to, promote a stable and healthy commercial tax base that expands in proportion to the residential tax
base.
Agency Comments
The following agencies have reviewed the proposal. Individual comments attached:
Economic Development
Fauquier County Department of Community Development
Parks and Recreation
Police Department
Public Works and Utilities Department
Kimley-Horn
VDOT
Warrenton Volunteer Fire and Rescue

Page B-17
Attachment D Land Use Tables
Industrial (I) Uses vs. Industrial Planned Unit Development (I-PUD) Uses
The table below shows the uses considered by-right within the Industrial Zoning District and I-PUD Zoning
District. In the past, there has been confusion as to exactly what uses are permitted by-right on the site. The table
below seeks to provide clarification on the types of industrial uses currently allowed. The underlined items are the
additional uses allowed by-right within the I-PUD district.
Industrial By-Right Uses I-PUD By-Right Uses

Accessory buildings Accessory Buildings and uses customarily
Active and Passive Recreation and Recreational Facilities incidental to permitted uses
Banks and savings and loan offices Active and Passive Recreation and Recreation
Broadcasting studios and offices Areas and Facilities
Business and office supply establishments Apartment buildings, multifamily dwellings,
Cabinet, upholstery, and furniture shops and condominiums, as authorized on an
Cafeteria or snack bar for employees approved Master Development Plan
Clinics, medical or dental Banks and Savings and Loan Offices
Commercial uses constituting up to 15% of permitted site Broadcast Studios
or building area Business and office supply establishments
Conference Centers Cabinet, upholstery and furniture repair shops
Contractors office and warehouse without outdoor storage Cafeterias, snack bars or other employee
Crematory related commercial facilities up to 15% of
Dwellings for resident watchmen and caretakers employed building area
on the premises Commercial recreation (indoor)
Employment service or agency Conference Centers
Flex Office and Industrial uses Child Care Center
Health and Fitness Facilities Daycare Facilities
Institutional buildings Employment Service or Agency
Janitorial service establishment Clinics (medical and dental)
Laboratories, research, experimental or testing, but not Family Care Home
testing explosives, rockets, or jet engines Flex industrial
Light manufacturing uses which do not create danger to Health and Fitness Facilities
health and safety in surrounding areas and which do not Hotels and motels
create offensive noise, vibration, smoke, dust, lint, odor, Institutional buildings
heat, glare, or electrical impulse than that which is Light manufacturing uses, which can confine
generally associated with light industries all aspect of the production and or
Monument sales establishments with incidental processing manufacturing of product to the interior of the
to order but not including shaping of headstones building and do not create danger to health
Motion picture studio and safety of the surrounding areas.
Nurseries and greenhouses Medical Laboratories
Offices- business, professional, or administrative Medical Offices and Laboratories
Off-street parking and loading subject to Article 7 Mixed Use Industrial (retail/office/industrial)
Open space subject to Article 9 Mixed Use Residential (apartments located
Printing, publishing, and engraving establishment; above ground floor retail and/or offices)
photographic processing; blueprinting; photocopying; and Mixed Use Retail/Commercial
similar uses Offices
Private club, lodge, meeting hall, labor union, or fraternal Off-street parking for permitted uses subject
organization or sorority to Article 7
Rental service establishment Parking Garage/Facilities

Page D-1

Retail or wholesale sales and service incidental to a Parks
permitted manufacturing, processing, storing, or Playgrounds and recreation areas
distributing use Plumbing and electrical supply, retail only
Rug and carpet cleaning and storage with incidental sales Rental Service Establishments, without
of rugs and carpets outdoor storage
Security service office or station Restaurant
Sign fabricating and painting Restaurant without drive-thru facilities
Signs, subject to Article 6 Retail uses, Personal Services
Studios Retail Stores and Shops
Transmission and receiving towers of height not exceeding Security service office or station
one hundred twenty-five (125) feet Studios
Utilities related to and necessary for service within the Warehouses restricted to outer areas of PUD
Town, including poles, wires, transformers, telephone Wholesale establishment
booths, and the like for electrical power distribution or
communication service, and underground pipelines or
conduits for local electrical, gas, sewer, or water service,
but not those facilities listed as requiring a special use
permit
Wholesale establishment, storage warehouse, or
distribution center. furniture moving
In the I-IPUD Zoning Ordinance, the allowable uses within the entire land area are divided up into
minimum/maximum allowable percentages. The I-PUD Zoning Ordinance divides the by-right uses into
Industrial, Commercial, and Residential to help determine the overall land use mix percentages. Below is how the
Zoning Ordinance 3-5.2.6.4 divides the uses:
Land Use Category I-PUD By-Right Uses

Residential Mixed Use Residential (apartments located above ground floor retail and/or offices)
Apartment buildings, multifamily dwellings, and condominiums, as authorized on an
approved Master Development Plan
Playgrounds and recreation areas
Commercial Active and Passive Recreation and Recreation Areas and Facilities
Banks and Savings and Loan Offices
Commercial recreation (indoor)
Child Care Center
Clinics (medical and dental)
Family Care Home
Health and Fitness Facilities
Hotels and motels
Medical Offices and Laboratories
Mixed Use Retail/Commercial
Retail uses, Personal Services
Retail Stores and Shops
Restaurant without drive-thru facilities
Studios
Theater

Page D-2

Offices
Daycare Facilities
Industrial Accessory Buildings and uses customarily incidental to permitted uses
Broadcast Studios
Business and office supply establishments
Cabinet, upholstery and furniture repair shops
Cafeterias, snack bars or other employee related commercial facilities up to 15% of
building area
Conference Centers
Employment Service or Agency
Flex industrial
Health and fitness facilities
Institutional buildings
Light manufacturing uses, which can confine all aspect of the production and or
manufacturing of product to the interior of the building and do not create danger to
health and safety of the surrounding areas.
Medical Laboratories
Mixed Use Industrial (retail/office/industrial)
Off-street parking for permitted uses subject to Article 7
Offices
Parking Garage/Facilities (See Article 12 for Definition)
Parks
Plumbing and electrical supply, retail only
Rental Service Establishments, without outdoor storage
Restaurant
Security service office or station
Trade Schools
Warehouses restricted to outer areas of PUD
Wholesale establishment

Page D-3
PROFFER STATEMENT
ZMA 16-01 - WALKER DRIVE PROPERTIES

ZONING MAP AMENDMENT
REZONING: Rezoning from I District to the I-PUD District
PROPERTY and RECORD OWNERS:
The Property that is the subject of this rezoning consists of parcels

totaling approximately 31.3804 acres and bearing the following
Parcel Identification Numbers:
1. 6984-73-6957-101, 6984-73-6957-202, CCMK, LLC

2. 6984-73-6957-201, RAM Holdings, LLC
3. 6984-73-6957-203, 6984-73-6957-204,
J. S. Woodside Properties, LLC 1
4. 6984-74-8242-001, Hirshman Hoover, LLC
5. 6984-74-8242-002, J. L. Woodside Properties, LLC
6. 6984-74-8242-003, 6984-74-8242-006, 6984-74-8242-007,
F&R Development, LLC
7. 6984-74-8242-004, 6984-74-8242-005, CCMK, LLC
8. 6984-74-5565-000, Walker Drive Investment Group, LLC
9. 6984-72-3635-000, The Drew Corporation
10. 6984-73-7494-000, Springfield Properties, LLC
PROJECT NAME: Walker Drive Properties Zoning Map Amendment
ORIGINAL DATE: April 15, 2016

RESUBMITTAL: December 5, 2016
February 1, 2017
The undersigned owners of property bearing the GPINs set forth above,
comprising approximately 31.3804 acres (the Property), hereby proffer that the use and
development of the Property shall be in substantial conformance with the following
conditions and shall supersede all other Proffers with respect to the Property made prior
1
RAM Holdings, J. S. and J. L. Woodside, and Hirshman Hoover have joined as
applicants in this rezoning. Their ownership interest in the property, however, is solely as
owner of a condominium unit in an existing building on the Property. They have
consented to the rezoning of their properties, but shall not be subject to these Proffers
except to the extent that the uses of their units must be otherwise authorized by the Town
of Warrenton Zoning Ordinance, and these Proffers. The remaining Applicants and their
successors and assigns shall be responsible for all Proffer compliance.
ZMA 16-01, Walker Drive Properties Zoning Map Amendment
Proffer Statement
Page 2
to this submission, if any. In the event this zoning map amendment is not granted as
applied for by the Applicant, these Proffers shall be withdrawn and become void.
Final Rezoning as the term is used herein shall be defined as that zoning (to
include a proffer condition amendment) which is in effect on the day following the last
day upon which the Warrenton Town Councils (the Council) decision granting this
rezoning may be contested in the appropriate court or, if contested, the day following the
entry of a final court order affirming the decision of the Board which has not been
appealed, or, if appealed, the day following which the decision has been affirmed on
appeal.
The headings of the Proffers set forth below have been prepared for convenience
or reference only and shall not control or affect the meaning or be taken as an
interpretation of any provision of the Proffers. The terms Applicant and Developer
shall include all future owners and successors in interest.
References in these Proffers to plans shall include the following:
A. Land Bay Plan, being sheet 2 of 5 of the plan prepared by Michael Johnson, PE,
last revised December 2, 2016, entitled "Walker Drive Properties Master
Development Plan" (the "Land Bay Plan");
B. On-Site Proffer Plan, being sheet 3 of 5 of the plan prepared by Michael Johnson,
PE, last revised December 2, 2016, entitled "Walker Drive Properties Master
Development Plan" (the "Proffer Plan"); and
C. Transportation Proffer Plan, being sheet 4 of 5 of the plan prepared by Michael

Johnson, PE, last revised December 2, 2016, entitled "Walker Drive Properties
Master Development Plan" (the "Transportation Plan").
Land Use
1. Land Bay Plan - The development of the Property shall be in substantial

conformance with the Land Bay Plan, subject to reasonable adjustments approved
by the Town of Warrenton (hereinafter, the Town) at final engineering.
2. Uses - The Property shall be developed in accordance with the I-PUD Zoning
District and all uses permitted in the I-PUD Zoning District shall be permitted on
the Property. The uses within those Land Bays depicted on the Land Bay Plan
shall be in substantial conformance with the Land Bay Tabulations chart on the
Land Bay Plan, subject to minor modifications approved by the Town.
Proffer Statement
Page 3
3. Non-Residential
a. Square Feet - No single non-residential use shall exceed 50,000 gross

square feet without a special use permit approved by the Council.
b. Movie Theater - A location in Land Bays A, B or C, as depicted on the

Land Bay Plan, that is suitable for the construction of a movie theater,
shall be set aside and retained for that use for a period of five calendar
years from the date of the Final Rezoning of the Property. The Applicant
shall employ its best commercially reasonable efforts to secure such a
theater as a component of the development of the Property. At the end of
the said five years, the Applicant may thereafter still construct or authorize
construction of a movie theater in those Land Bays but shall not be
obligated to do so and may make such use of the site for any use otherwise
permitted in the Land Bay.
4. Residential - The maximum number of multi-family dwelling

units/condominiums shall be one hundred sixteen (116).
5. Phasing - The Applicant shall cause to be constructed/construct and/or otherwise

provide not less than 75,000 square feet of new non-residential Gross Floor Area
(GFA) prior to the issuance of the 77th building permit (of which the first forty
units must be individually metered in accordance with Proffer #24 below) for a
residential unit on the Property. Constructed as used herein shall be defined to
mean that the shell and exterior of the structure(s) shall be finished, and all
associated landscaping (subject to seasonal planting) and parking for such
structure(s) shall have been provided, but interior tenant/occupant improvements
shall not be required. Non-residential GFA shall include all non-residential uses in
the Land Bay Tabulations chart on the Land Bay Plan except that within the area
labeled as Existing Land Bay.
Design
6. Landscaping Landscaping shall be in substantial conformance with the Proffer

Plan. All new landscaping/plantings shall be indigenous, native species or
alternative species only as approved by the Planning Director, and in accordance
with the Zoning Ordinance.
7. Design Guidelines - Development on the Property shall be general conformance

with the design guidelines entitled Walker Drive Properties Rezoning Design
Guidelines, dated December 1, 2016 (hereinafter, the Design Guidelines),
incorporated herein by reference, subject to minor modifications made in
connection with each site/subdivision plan review. Other modifications to the
Design Guidelines may be approved by the Planning Director, provided that that
Proffer Statement
Page 4
it is determined that any such modification represents an improvement to the

overall quality of the development beyond that depicted in the Design
Guidelines.
8. Architecture
a. Building Materials
i. In order to insure high quality construction of new buildings on the

Property, building materials may include brick, architectural grade
stone, wood, and glass, architectural grade block, real or simulated
wood, stucco, or a combination thereof. Other building materials
that represent a high level of quality may be approved by the
Planning Director.
ii. Plain or painted concrete masonry unit (CMU) block shall not be
used.
iii. If any form of siding is used, it shall not be vinyl or metal.
iv. No metal buildings shall be permitted.
v. The foregoing shall not preclude use of other materials solely for
fascia, trim, and other secondary building elements/details.
b. Elevations - Exterior building elevations shall vary in terms of color,

materials, heights, front plane, and detail to the extent feasible, as depicted
in the Design Guidelines.
9. Refuse/Loading
a. Refuse storage and pick up areas and/or loading areas shall not be visible
from Walker Drive or the Eastern Bypass (Route 17/15/29). Refuse
storage, pick up areas and/or loading areas shall be screened with building
materials that match the front faade of the building, or landscaping, as
approved by the Planning Director.
b. Refuse pick-up and street cleaning (including leaf blowing) shall not occur
between the hours of 10 PM and 6 AM. The foregoing shall not preclude
snow removal, as necessary.
Proffer Statement
Page 5
10. Signage
a. Project Identification Signage - The Applicant may locate project

identification signs, which may include tenant identification panels, at the
intersections of Walker Drive and East Lee Street, Walker Drive and
Academy Hill Road and at each entrance to the Property. Said signage
may be wall or monument style with masonry (brick or architectural grade
stone) and may be incorporated into a landscape/entrance feature.
b. Sign Program - A uniform sign program shall be implemented for the

Property and must be administratively reviewed and approved by the
Planning Director. Such sign program may include additional faade
signage to accommodate two front faades of those buildings in Land
Bays A, B, C and D, as depicted on the Land Bay Plan.
11. Public Gathering Area - The Applicant shall provide a public gathering area in
Land Bays A, B and/or C, as generally described in the Design Guidelines as
Public Gathering Area (hereinafter, the Public Gathering Area). The
streetscape concepts in the Public Gathering Area may include, but shall not be
limited to, benches, lamp posts, play fountain(s) and/or splash pad(s) (see Proffer
#19, below), public art, plantings and/or other street furniture. The Public
Gathering Area shall be a minimum of 20,000 square feet and include walkway
areas that are a minimum of five (5) feet in width.
12. Lighting - The Applicant shall comply with the Towns photometric standards
applicable to a lighting plan for the Project to be submitted with the each
site/subdivision plan for the development of the Property. All parking lot lights
shall have fixtures which direct light downward and inward and all building-
mounted lighting, if any, shall be directed or shielded in such a manner to prevent
glare from projecting onto adjacent properties or public rights of way.
Transportation Improvements
13. Timing of traffic and transportation improvements, generally. Unless otherwise

provided herein, the transportation improvements that are required hereby and
shown on the Transportation Plan shall be included (i) on the first site plan
following any warrant study determining the need for a signal at locations studied
therefor, or (ii) on the first site plan for development of any portion of the
Property adjacent to the transportation improvement identified if no warrant study
is required, or if such improvement has not already been included on a previous
site plan.
14. Intersection Signalization

Proffer Statement
Page 6
a. Traffic Signal Warrant Studies If requested by the Town and VDOT at

any time during the development of the Property, or when the Applicant
determines that such study would be appropriate, the Applicant shall
conduct and submit for review a traffic signal warrant study for the
following intersections, in the locations depicted on the Transportation
Plan:
i. East Lee Street and Walker Drive (hereinafter, Intersection #1);
ii. U.S. 29 bypass northbound ramp and Meetze Road (hereinafter,

Intersection #2) and
iii. Site Entrance A (hereinafter, Site Entrance A).
b. Intersections #1 and #2 - If warrant studies find that a traffic signal is

warranted at Intersections #1 or #2, and if so requested by the Town and
VDOT and not otherwise provided in connection with the construction of
other developments in the area, the Applicant shall pay its pro rata share of
the cost of such signalization based on the percentage of contributing
traffic volume from the Property at said intersections as compared to
total traffic. In the event said signal is not warranted, the Applicant shall
have no obligation to contribute funds and no further obligation with
reference to signalization at either or both Intersections #1 or #2.
c. Alternative Provisions for Construction and Financing of

Signalization/Roundabout at Intersection #1
i. The Town is contemplating the installation of a roundabout at

Intersection #1. If neither the Town nor VDOT has designed or
funded a roundabout at that Intersection prior to the time that a
warrant study demonstrates that Intersection requires signalization
to function at an acceptable level of service, then notwithstanding
anything in these Proffers to the contrary, the Applicant may
petition the Town or VDOT, as the case may be, to permit the
installation of traffic signals at Intersection #1.
ii. In the event that the Applicant advances the funds necessary for
the installation of a traffic signal at Intersection #1 as provided in
this alternative provision, it will in all likelihood have paid more
than its pro rata share of costs of traffic control at that Intersection.
In that case it shall thereafter been entitled to petition the Council
for reimbursement for the pro rata share of costs thereof that are
properly attributable either to existing background traffic or the
Proffer Statement
Page 7
development impact generated at that Intersection by others. The

costs properly borne by others will be based upon the percentage
of their contributing traffic volume at said intersections as
compared to the Applicants percentage of traffic contributed to
that Intersection at full buildout.
iii. The Applicant will not develop its Property in a manner that
precludes the construction of a roundabout at either Intersection #1
or Site Entrance A. If the Applicant has contributed funds to the
signalization of Intersection #1 before the Town, VDOT, or others
construct a roundabout at that Intersection, the Applicants
contribution to that roundabout shall be limited to its pro rata share
of those costs of signalization of Intersection #1 as of the time of
the acceptance of a traffic signal(s) at Intersection #1.
d. Site Entrance A
i. In connection with the first site plan for development on Land

Bays A, B, C, or D, the Applicant shall design and construct a
roundabout to a design approved by the Town and VDOT at Site
Entrance A, rather than installing a traffic signal at that location.
ii. If the Planning Director advises the Applicant that no roundabout

is desired at Site Entrance A, but a signal is warranted, the
Applicant shall install a signal at Site Entrance A, as depicted on
the Transportation Plan, to a design approved by the Town and
VDOT. Said signal shall be installed at the Applicants sole
expense.
iii. The roundabout shall be shown on the first site plan for any
development in Land Bays A or B, and shall be installed prior to
the first occupancy permit for Land Bays A and B.
15. Turn Lanes - Subject to Town and VDOT modifications and approvals, turn lanes
shall be provided as depicted on the Transportation Plan.
16. Crosswalks - Subject to Town and VDOT modifications and approvals, the
Applicant shall install pedestrian crosswalks acceptable to the Town and VDOT
at those intersections identified on the Transportation Plan. Such crosswalks will
be shown on the appropriate site plan as set forth in Proffer #13, above.
Proffer Statement
Page 8
17. Trails/Sidewalk Subject to Town and VDOT modifications and approvals, the
Applicant shall install maximum eight foot (8) wide asphalt trails and maximum
five foot (5) wide concrete sidewalks, as generally depicted on the Transportation
Plan.
18. Bicycle Racks - The Applicant shall provide a minimum of three (3) bicycle racks
on the Property. The location and style of the bicycle racks shall be determined
by the Applicant, upon consultation with the Planning Director. At least one of
the bicycle racks shall be located in the Public Gathering Area.
19. Play Fountain/Splash Pad - A play fountain and/or splash pad shall be constructed
in Land Bay A or B. Said play fountain and/or splash pad shall be shown on the
first site/subdivision plan for Land Bays A and/or B.
Storm Water Management
20. The Applicant shall provide stormwater management in accordance with the
Town standards and Virginia Storm Water Management Regulations. The
location of said facilities shall be determined at site plan review, in connection
with final engineering.
Fire and Rescue
21. The Applicant shall comply with all applicable requirements of the International
Building Codes for building construction and fire suppression.
Water and Sewer
22. Water and Sewer - The Property shall be served by public sewer and water
provided by the Town.
23. Water Main - The Applicant shall extend the water main in Walker Drive that
currently dead ends at Hidden Creek, through the proposed property to insure a
loop at the water main in East Street and East Lee Street. It shall further assure
that the water systems loops with existing or proposed water lines at Meetze/Lee
Street in order to secure adequate water flows and ongoing maintenance of the
public system.
24. Tap Fees - The Applicant shall individually meter all of the condominiums (not
apartments) including those that are being constructed on 321 Walker Drive.
Proffer Statement
Page 9
Waivers/Modifications
25. Pursuant to 3-5.2.4.3(6) of the Zoning Ordinance, below are

waivers/modifications applicable to the Property.
a. Pursuant to 3-5.2.4.1 of the Zoning Ordinance, the Land Use Mix as it is

depicted on the Land Bay Plan is hereby approved for the Property. Minor
modifications to the Land Use Mix may be approved by the Planning
Director.
b. Pursuant to 3-5.2.4.3(6) of the Zoning Ordinance, the Applicant shall

construct signage consistent with the comprehensive sign package for
the Property that shall be administratively reviewed and approved by
the Planning Director.
c. Pursuant to 3-5.2.10.4.3 of the Zoning Ordinance, the Applicant

may:
i. Locate the Public Gathering Area on a public or private road.
ii. Locate the Public Gathering Area adjoining buildings that are two
(2) stories in height, one (1) story in height or one (1) story in
height with a two (2) story appearance.
Establishment of a Post Zoning Master Development Plan Process

for Walker Drive Properties
26. Requirement for a Post Zoning Master Development Plan
a. Prior to the approval of any site plan for the Property, the Applicant shall
obtain the approval of a Post Zoning Master Development Plan
(PZMDP) that shall be in conformance with the approved zoning of the
Property as proffered, to promote orderly development of the Property as
an Industrial Planned Unit Development, and to provide additional
development detail. The purpose of the PZMDP to ensure that
development occurs in a manner that comports with the approved zoning
and any conditions lawfully appended thereto, and that sets forth sufficient
additional detail of proposed development in individual Land Bays and
throughout the entire project to permit the Planning Director and the
Council to be assured that constructed development complies with the
approved rezoning, these Proffers and other applicable Town ordinances,
Proffer Statement
Page 10
or State or Federal requirements. An PZMDP is not intended to replace a

site plan with its attendant construction details.
b. As further set forth below, a PZMDP shall be submitted to the Planning

Director for review, and shall thereafter be presented to the Council for its
final approval when the PZMDP is found to be consistent with applicable
Proffers, ordinances, and regulations. This process shall be deemed
ministerial and not legislative in nature.
c. The PZMDP shall include the subject property proposed for subdivision or
development as well as all contiguous land under single or common
ownership in the above zoning districts regardless whether development is
proposed to commence on all or a portion of the Property in order to
assure overall compliance with applicable requirements and consistency
with the approved zoning.
27. Pre-Application Conference
a. Prior to submission of an PZMDP for review, the Applicant shall schedule

a pre-application conference with the Planning Director and such other
staff as the Planning Director deems appropriate. The purpose of the
conference shall be to review and discuss the nature of the specific
development proposal in relation to the requirements of the Town Code,
the zoning of the Property, and other lawfully applicable requirements,
and to discuss the requirements for the submission of an PZMDP.
d. If requested by the Planning Director, the Applicant shall provide a

draft land use plan in advance of the pre-application conference
describing generally:
i. The specific location of the site.
ii. The location of proposed points of access.
iii. The general location and types of uses, environmental features

on the site, open space and other features associated with the
approved rezoning of the Property but with such further detail
as to permit an understanding and evaluation of actual
construction of permitted structures and uses..
28. Submission and contents of PZMDPs

Proffer Statement
Page 11
a. Following the pre-application conference, the Applicant may submit a

final PZMDP for all or a portion of the Property. The following shall
be required for a final PZMDP and shall be shown clearly on the plan.
i. The scale shall be one inch equals 100 feet or larger (the ratio
of feet to inches shall be no more than 100 feet to one inch) or
at a scale acceptable to the Planning Director. The scale shall
be sufficient so that all features are discernible.
ii. All PZMDPs shall include a North arrow, a scale and a legend
describing all symbols.
iii. The PZMDP shall be based on a boundary survey of the entire

property related to true meridian and certified by a certified
Virginia surveyor, architect or engineer. The total area of the
property shall be depicted on the PZMDP.
iv. The topography shall be shown at contour intervals acceptable to

v. The title of the proposed project; the date, month, year the plan
was prepared or revised; the name of the applicant(s), owner(s) and
contract owner(s); and the names of the individuals or firms
preparing the plan shall be clearly specified.
vi. A plan, showing the location, arrangement and approximate

boundaries of all proposed land uses on all or a portion of the
Property sufficient to permit a reasonable determination that the
requirements of the Land Bay Tabulations chart on the Land Bay
Plan, and that parking and loading requirements can be satisfied
with site or subdivision plans upon full buildout of the Property.
vii. Elevations of all proposed structures demonstrating their

conformity with the Design Guidelines for such structures and any
other applicable provisions of the zoning or these Proffers.
viii. The approximate acreage in common open space, each use, if

applicable, roads, streets or rights-of-way for the subject property
and total development, as applicable.
Proffer Statement
Page 12
ix. The location and extent of proposed buffers and landscaping areas,
with statements, profiles, cross sections or examples clearly
specifying the screening and types of plantings to be provided.
x. The location, arrangement, and right-of-way widths of roads and

streets, including roads and streets providing access to adjoining
parcels within the proposed development.
xi. The location and arrangement of street entrances, driveways and

parking areas.
xii. A conceptual plan for stormwater management with the location of

stormwater facilities depicted.
xiii. A history of all land divisions that have occurred in relation to the
tract since the adoption of this requirement.
xiv. The location of sewer and water mains with graphic depictions of
the connection with and availability of existing facilities that are
proposed to be made.
29. Post Zoning Master Development Plan Submission. The Applicant shall submit
the number of copies of the PZMDP, as determined by the Planning Director.
a. Regardless of language used herein, the following process is not

mandatory upon the Town or Council and no legal obligation is
established for the Towns review hereby, pursuant to Virginia law related
to conditional zoning. Notwithstanding the limits of the Proffers to impose
obligations on a locality, this process is set forth to establish aspirational
goals intended to assure timely processing and review of an PZMDP.
b. The Planning Director shall circulate the PZMDP for review and comment
by such staff or agencies deemed appropriate, with reasonable notice
thereto that the purpose of the PZMDP is to permit a preliminary
determination as to compliance of specific development proposals with the
approved rezoning and applicable ordinances and regulations.
c. The Planning Director may request an updated traffic counts be submitted

if, it is determined that there have been substantial changes in conditions
affecting traffic and transportation.
d. The Planning Director shall complete a review of the PZMDP within 60

days of acceptance of a completed application for approval.
Proffer Statement
Page 13
e. When the submission is complete, the Planning Director shall transmit the
plans and application materials to the Council, which shall review the
PZMDP according to the same standards applicable to staff and agency
review. The Council shall act thereon as soon as practicable following the
Planning Directors certification to it that the PZMDP is suitable for
Council review.
f. An PZMDP shall not be considered final until it is signed by the Planning

Director.
g. Site plans and final subdivision plats may be submitted concurrently with
an PZMDP for review according to the procedures set forth in Town
ordinances applicable thereto.
30. Changes to approved PZMDPs - Once approved, the Planning Director may
approve minor changes to an PZMDP. Such minor changes shall not include
increases in the density or intensity of development, changes to entrance or street
layout or other major design changes. Major changes shall require resubmission
of an PZMDP for review and approval according to these Proffers.
[Signature Pages to Follow]

PROFFER STATEMENT
ZMA 16-01 - WALKER DRIVE PROPERTIES

ZONING MAP AMENDMENT
REZONING: Rezoning from I District to the I-PUD District
PROPERTY and RECORD OWNERS:
The Property that is the subject of this rezoning consists of parcels

totaling approximately 31.3804 acres and bearing the following
Parcel Identification Numbers:
1. 6984-73-6957-101, 6984-73-6957-202, CCMK, LLC

2. 6984-73-6957-201, RAM Holdings, LLC
3. 6984-73-6957-203, 6984-73-6957-204,
J. S. Woodside Properties, LLC 1
4. 6984-74-8242-001, Hirshman Hoover, LLC
5. 6984-74-8242-002, J. L. Woodside Properties, LLC
6. 6984-74-8242-003, 6984-74-8242-006, 6984-74-8242-007,
F&R Development, LLC
7. 6984-74-8242-004, 6984-74-8242-005, CCMK, LLC
8. 6984-74-5565-000, Walker Drive Investment Group, LLC
9. 6984-72-3635-000, The Drew Corporation
10. 6984-73-7494-000, Springfield Properties, LLC
PROJECT NAME: Walker Drive Properties Zoning Map Amendment
ORIGINAL DATE: April 15, 2016

RESUBMITTAL: December 5, 2016
February 1, 2017
The undersigned owners of property bearing the GPINs set forth above,
comprising approximately 31.3804 acres (the Property), hereby proffer that the use and
1
RAM Holdings, J. S. and J. L. Woodside, and Hirshman Hoover have joined as
applicants in this rezoning. Their ownership interest in the property, however, is solely as
owner of a condominium unit in an existing building on the Property. They have
consented to the rezoning of their properties, but shall not be subject to this Proffer
Statement these Proffers except to the extent that the uses of their units must be otherwise
authorized by the Town of Warrenton Zoning Ordinance, and this Proffer Statementthese
Proffers. The remaining Applicants and their successors and assigns shall be responsible
for all proffer Proffer compliance.
Proffer Statement
Page 2
development of the Property shall be in substantial conformance with the following

conditions and shall supersede all other proffers Proffers with respect to the Property
made prior to this submission, if any. In the event this zoning map amendment is not
granted as applied for by the Applicant, these proffers Proffers shall be withdrawn and
become void.
Final Rezoning as the term is used herein shall be defined as that zoning (to
include a proffer condition amendment) which is in effect on the day following the last
day upon which the Warrenton Town Councils (the Council) decision granting this
rezoning may be contested in the appropriate court or, if contested, the day following the
entry of a final court order affirming the decision of the Board which has not been
appealed, or, if appealed, the day following which the decision has been affirmed on
appeal.
The headings of the proffers Proffers set forth below have been prepared for
convenience or reference only and shall not control or affect the meaning or be taken as
an interpretation of any provision of the proffersProffers. The terms Applicant and
Developer shall include all future owners and successors in interest.
References in these proffers Proffers to plans shall include the following:
A. Land Bay Plan, being sheet 2 of 5 of the plan prepared by Michael Johnson, PE,
last revised December 2, 2016, entitled "Walker Drive Properties Master
Development Plan" (the "Land Bay Plan");
B. On-Site Proffer Plan, being sheet 3 of 5 of the plan prepared by Michael Johnson,
PE, last revised December 2, 2016, entitled "Walker Drive Properties Master
Development Plan" (the "Proffer Plan"); and
C. Transportation Proffer Plan, being sheet 4 of 5 of the plan prepared by Michael

Johnson, PE, last revised December 2, 2016, entitled "Walker Drive Properties
Master Development Plan" (the "Transportation Plan").
Land Use
1. Master Development Land Bay Plan - The development of the Property shall be
in substantial conformance with the Land Bay Plan, subject to reasonable
adjustments approved by the Town of Warrenton (hereinafter, the Town) at
final engineering.
2. Uses - The Property shall be developed in accordance with the I-PUD Zoning
District and all uses permitted in the I-PUD Zoning District shall be permitted on
the Property. The uses within those Land Bays depicted on the Land Bay Plan
Proffer Statement
Page 3
shall be in substantial conformance with the Land Bay Tabulations chart on the
Land Bay Plan, subject to minor modifications approved by the Town.
3. Non-Residential -
a. Square Feet - No single non-residential use shall exceed 50,000 gross

square feet without a special use permit approved by the Town Council.
b. Movie Theater - A location in Land Bays A, B or C, as depicted on the

Land Bay Plan, that is suitable for the construction of a movie theater,
shall be set aside and retained for that use for a period of five calendar
years from the date of the Final Rezoning of the Property. The Applicant
shall employ its best commercially reasonable efforts to secure such a
theater as a component of the development of the Property. At the end of
the said five years, the Applicant may thereafter still construct or authorize
construction of a movie theater in those Land Bays but shall not be
obligated to do so and may make such use of the site for any use otherwise
permitted in the Land Bay.
4. Residential - The maximum number of multi-family dwelling

units/condominiums shall be one hundred sixteen (116).
5. Phasing - The Applicant shall cause to be constructed/construct and/or otherwise

provide a minimum of not less than 75,000 square feet of new non-residential
Gross Floor Area (GFA ) prior to the issuance of the 77th building permit (of
which the first forty units must be individually metered in accordance with Proffer
#24 below) for a residential unit on the Property. Constructed as used herein
shall be defined for the purposes of this proffer to mean that the shell and exterior
of the structure(s) shall be finished, and all associated landscaping (subject to
seasonal planting) and parking for such structure(s) shall have been provided, but
interior tenant/occupant improvements shall not be required. Non-residential GFA
shall include all non-residential uses in the Land Bay Tabulations chart on the
Land Bay Plan except that within the area labeled as Existing Land Bay.
Design
6. Landscaping Landscaping shall be in substantial conformance with the Proffer

Plan. All new landscaping/plantings shall be indigenous, native species or
alternative species only as approved by the Planning Director, and in accordance
with the Zoning Ordinance.
7. Design Guidelines - Development on the Property shall be general conformance

with the design guidelines entitled Walker Drive Properties Rezoning Design
Guidelines, dated December 1, 2016 (hereinafter, the Design Guidelines),
Proffer Statement
Page 4
incorporated herein by reference, subject to minor modifications made in

connection with each site/subdivision plan review. Other modifications to the
Design Guidelines may be approved by the Planning Director, provided that that
it is determined that any such modification represents an improvement to the
overall quality of the development beyond that depicted in the Design
Guidelines.
8. Architecture
a. Building Materials -
i. In order to insure high quality construction of new buildings on the

Property, building materials may include brick, architectural grade
stone, wood, and glass, architectural grade block, real or simulated
wood, stucco, or a combination thereof. Other building materials
that represent a high level of quality may be approved by the
Planning Director.
ii. Plain or painted concrete masonry unit (CMU) block shall not be
used on the faade of buildings facing Walker Drive in Land Bays
A and B.
iii. If any form of siding is used, it shall not be vinyl or metal.
iv. No metal buildings shall be permitted.
v. The foregoing shall not preclude use of other materials, solely for
fascia, trim , and other secondary building elements/details.
b. Elevations - Exterior building elevations shall vary in terms of color,

materials, heights, front plane , and detail to the extent feasible, as
depicted in the Design Guidelines.
9. Refuse/Loading
a. 9.Refuse Storage Area/Loading Area - Refuse storage and pick up areas

and/or loading areas shall not be visible from Walker Drive. If refuse or
the Eastern Bypass (Route 17/15/29). Refuse storage, pick up areas and/or
loading areas face Walker Drive, they shall be screened with building
materials that match the front faade of the building, or landscaping, as
approved by the Planning Director.
Proffer Statement
Page 5
b. Refuse pick-up and street cleaning (including leaf blowing) shall not occur
between the hours of 10 PM and 6 AM. The foregoing shall not preclude
snow removal, as necessary.
10. Signage -
a. Project Identification Signage - The Applicant may locate project

identification signs, which may include tenant identification panels, at the
intersections of Walker Drive and East Lee Street, Walker Drive and
Academy Hill Road and at each entrance to the Property. Said signage
may be wall or monument style with masonry (brick or architectural grade
stone) and may be incorporated into a landscape/entrance feature.
b. Sign Program - A uniform sign program shall be implemented for the

Property and must be administratively reviewed and approved by the
Planning Director. Such sign program may include additional faade
signage to accommodate two front faades of those buildings in Land
Bays A, B, C and D, as depicted on the Land Bay Plan.
11. Public Gathering Area - The Applicant shall provide a public gathering area in
Land Bays A, B and/or C, as generally described in the Design Guidelines as
Public Gathering Area (hereinafter, the Public Gathering Area). The
streetscape concepts in the Public Gathering Area may include, but shall not be
limited to, benches, lamp posts, play fountain(s) and/or splash pad(s) (see Proffer
#16 19, below), public art, plantings and/or other street furniture. The Public
Gathering Area shall be a minimum of 20,000 square feet and include walkway
areas that are a minimum of five (5) feet in width.
12. Lighting - The Applicant shall comply with the Towns photometric standards
applicable to a lighting plan for the Project to be submitted with the each
site/subdivision plan for the development of the Property. All parking lot lights
shall have fixtures which direct light downward and inward and all building-
mounted lighting, if any, shall be directed or shielded in such a manner to prevent
glare from projecting onto adjacent properties or public rights of way.
Transportation Improvements
13. Timing of traffic and transportation improvements, generally. Unless otherwise

provided herein, the transportation improvements that are required hereby and
shown on the Transportation Plan shall be included (i) on the first site plan
following any warrant study determining the need for a signal at locations studied
therefor, or (ii) on the first site plan for development of any portion of the
Property adjacent to the transportation improvement identified if no warrant study
Proffer Statement
Page 6
is required, or if such improvement has not already been included on a previous

site plan.
14. Intersection 13.Signalization
a. Traffic Signal Warrant Studies If requested by the Town and VDOT at

any time during the development of the Property, or when the Applicant
determines that such study would be appropriate, the Applicant shall
conduct and submit for review a traffic signal warrant study for the
following intersections: (1) East Lee Street and Walker Drive (hereinafter,
Intersection #1);(2) U.S. 29 bypass northbound ramp and Meetze Road
(hereinafter, Intersection #2) and(3) Site Entrance A (hereinafter, Site
Entrance A), in the locations depicted on the Transportation Plan. , in the
locations depicted on the Transportation Plan:
i. East Lee Street and Walker Drive (hereinafter, Intersection #1);
ii. U.S. 29 bypass northbound ramp and Meetze Road (hereinafter,

Intersection #2) and
iii. Site Entrance A (hereinafter, Site Entrance A).
b. East Lee Street and Walker Drive/U.S. 29 Bypass Northbound Ramp and
Meetze Road - In the event the warrant studies concludes Intersections #1
and #2 - If warrant studies find that a traffic signal is warranted at
Intersections #1 and or #2, and if so requested by the Town and VDOT
and not otherwise provided in connection with the construction of other
developments in the area, the Applicant shall pay a its pro rata share of the
cost thereof of such signalization based on the percentage of
contributing traffic volume from the Property at said intersections,
required for the provision and installation of said signal as compared to
total traffic. In the event said signal is not warranted, the Applicant shall
have no obligation to contribute funds and no further obligation with
reference to said signalization. Nothing contained in the foregoing shall
preclude construction of a roundabout by others at Intersections #1 or 2,
instead of the installation of a traffic signal. If a roundabout is constructed,
the Applicant shall contribute its pro rata share to the Town and/or VDOT
for the construction of the roundabout in accordance with the foregoing
formula. at either or both Intersections #1 or #2.
c.Site Entrance A - If warranted, the Applicant install a signal at Site Entrance
A, as depicted on the Transportation Plan, to a design approved by the
Town and VDOT. Said signal shall be installed at the Applicants sole
expense, shall be shown on the first site plan for any development in Land
Proffer Statement
Page 7
Bays A and B, and shall be installed prior to the first occupancy permit for
Land Bays A and B. This traffic signal shall be compatible with the
Towns Opticom System. The foregoing shall not preclude construction of
a roundabout at Site Entrance A by others, instead of installation of a
traffic signal. In the case of a roundabout, the Applicant shall contribute
the cost of a traffic signal (not to exceed $350,000) to the Town or VDOT
for the roundabout, upon approval of a final design for such roundabout,
and a written demand therefor.
c. Alternative Provisions for Construction and Financing of

Signalization/Roundabout at Intersection #1
i. The Town is contemplating the installation of a roundabout at

Intersection #1. If neither the Town nor VDOT has designed or
funded a roundabout at that Intersection prior to the time that a
warrant study demonstrates that Intersection requires signalization
to function at an acceptable level of service, then notwithstanding
anything in these Proffers to the contrary, the Applicant may
petition the Town or VDOT, as the case may be, to permit the
installation of traffic signals at Intersection #1.
ii. d.Alternative Provisions for Construction and Financing of

Signalization/Roundabouts - Notwithstanding anything in the
foregoing to the contrary, the Applicant may petition the Town or
VDOT, as the case may be, to permit the installation of traffic
signals or roundabouts as the Applicant may elect in one or more
of the identified locations above, without conduct or approval of a
warrant study. In the event that the Applicant advances the funds
necessary for the installation of a traffic signals or roundabouts
signal at Intersection #1 as provided in this alternative provision, it
will of necessity in all likelihood have paid substantially more than
its pro rata share of costs of traffic control at those locations, and
shall therefore be that Intersection. In that case it shall thereafter
been entitled to petition the Council for reimbursement by others
for their the pro rata share of costs thereof, for that are properly
attributable either to existing background traffic or the
development impact generated at that Intersection by others. The
costs properly borne by others will be based upon the percentage
of their contributing traffic volume at said intersections, beyond
the Applicants own reasonable pro rata share thereof. Further, in
the event that the Applicant elects to construct a roundabout at Site
Entrance A, it shall design the roundabout to a reasonable and cost
effective design acceptable to the Town, and shall construct that
Proffer Statement
Page 8
roundabout in existing publicly owned right-of-way, or, to the

extent required, on the Property. It shall be eligible for
reimbursement as otherwise provided herein beyond the aforesaid
$350,000 limit on the Applicants contribution as set forth in
Proffer 11 (c). as compared to the Applicants percentage of traffic
contributed to that Intersection at full buildout.
iii. The Applicant will not develop its Property in a manner that
precludes the construction of a roundabout at either Intersection #1
or Site Entrance A. If the Applicant has contributed funds to the
signalization of Intersection #1 before the Town, VDOT, or others
construct a roundabout at that Intersection, the Applicants
contribution to that roundabout shall be limited to its pro rata share
of those costs of signalization of Intersection #1 as of the time of
the acceptance of a traffic signal(s) at Intersection #1.
d. Site Entrance A
i. In connection with the first site plan for development on Land

Bays A, B, C, or D, the Applicant shall design and construct a
roundabout to a design approved by the Town and VDOT at Site
Entrance A, rather than installing a traffic signal at that location.
ii. If the Planning Director advises the Applicant that no roundabout

is desired at Site Entrance A, but a signal is warranted, the
Applicant shall install a signal at Site Entrance A, as depicted on
the Transportation Plan, to a design approved by the Town and
VDOT. Said signal shall be installed at the Applicants sole
expense.
iii. The roundabout shall be shown on the first site plan for any
development in Land Bays A or B, and shall be installed prior to
the first occupancy permit for Land Bays A and B.
15. 14.Turn Lanes - Subject to Town and VDOT modifications and approvals, turn
lanes shall be provided as depicted on the Transportation Plan.
16. 15.Crosswalks - Subject to Town and VDOT modifications and approvals, the
Applicant shall install pedestrian crosswalks acceptable to the Town and VDOT
at those intersections identified on the Transportation Plan. Such crosswalks will
be shown on the appropriate site plan as set forth in Proffer #13, above.
Proffer Statement
Page 9
17. 16.Trails/Sidewalk Subject to Town and VDOT modifications and approvals,

the Applicant shall install maximum eight foot (8) wide asphalt trails and
maximum five foot (5) wide concrete sidewalks, as generally depicted on the
Transportation Plan.
18. 17.Bicycle Racks - The Applicant shall provide a minimum of three (3) bicycle
racks on the Property. The location and style of the bicycle racks shall be
determined by the Applicant, upon consultation with the Planning Director. At
least one of the bicycle racks shall be located in the Public Gathering Area.
19. 18.Play Fountain/Splash Pad - A play fountain and/or splash pad shall be
constructed in Land Bay A or B. Said play fountain and/or splash pad shall be
shown on the first site/subdivision plan for Land Bays A and/or B.
Storm Water Management
20. 19.The Applicant shall provide stormwater management in accordance with the
Town standards and Virginia Storm Water Management Regulations. The
location of said facilities shall be determined at site plan review, in connection
with final engineering.
Fire and Rescue
21. 20.The Applicant shall comply with all applicable requirements of the
International Building Codes for building construction and fire suppression.
Water and Sewer
22. Water and Sewer - 21.The Property shall be served by public sewer and water
provided by the Town.
23. Water Main - 22.The Applicant shall extend the water main in Walker Drive that
currently dead ends at Hidden Creek, through the proposed property to insure a
loop at the water main in East Street and East Lee Street. It shall further assure
that the water systems loops with existing or proposed water lines at Meetze/Lee
Street in order to secure adequate water flows and ongoing maintenance of the
public system.
24. Tap Fees - 23.The Applicant shall individually meter all of the condominiums
(not apartments) including those that are being constructed on 321 Walker Drive.
Proffer Statement
Page 10
Waivers/Modifications
25. 24.Pursuant to 3-5.2.4.3(6) of the Zoning Ordinance, below are

waivers/modifications applicable to the Property.
a. Pursuant to 3-5.2.4.1 of the Zoning Ordinance, the Land Use Mix as it is

depicted on the Land Bay Plan is hereby approved for the Property. Minor
modifications to the Land Use Mix may be approved by the Planning
Director.
b. Pursuant to 3-5.2.4.3(6) of the Zoning Ordinance, the Applicant shall

construct signage consistent with the comprehensive sign package for
the Property that shall be administratively reviewed and approved by
c. Pursuant to 3-5.2.10.4.3 of the Zoning Ordinance, the Applicant

may:
i. Locate the Public Gathering Area on a public or private road.
ii. Locate the Public Gathering Area adjoining buildings that are two
(2) stories in height, one (1) story in height or one (1) story in
height with a two (2) story appearance.
Establishment of a Post Zoning Master Development Plan Process

for Walker Drive Properties
26. Requirement for a Post Zoning Master Development Plan
a. Prior to the approval of any site plan for the Property, the Applicant shall
obtain the approval of a Post Zoning Master Development Plan
(PZMDP) that shall be in conformance with the approved zoning of the
Property as proffered, to promote orderly development of the Property as
an Industrial Planned Unit Development, and to provide additional
development detail. The purpose of the PZMDP to ensure that
development occurs in a manner that comports with the approved zoning
and any conditions lawfully appended thereto, and that sets forth sufficient
additional detail of proposed development in individual Land Bays and
throughout the entire project to permit the Planning Director and the
Council to be assured that constructed development complies with the
Proffer Statement
Page 11
approved rezoning, these Proffers and other applicable Town ordinances,

or State or Federal requirements. An PZMDP is not intended to replace a
site plan with its attendant construction details.
b. As further set forth below, a PZMDP shall be submitted to the Planning

Director for review, and shall thereafter be presented to the Council for its
final approval when the PZMDP is found to be consistent with applicable
Proffers, ordinances, and regulations. This process shall be deemed
ministerial and not legislative in nature.
c. The PZMDP shall include the subject property proposed for subdivision or
development as well as all contiguous land under single or common
ownership in the above zoning districts regardless whether development is
proposed to commence on all or a portion of the Property in order to
assure overall compliance with applicable requirements and consistency
with the approved zoning.
27. Pre-Application Conference
a. Prior to submission of an PZMDP for review, the Applicant shall schedule

a pre-application conference with the Planning Director and such other
staff as the Planning Director deems appropriate. The purpose of the
conference shall be to review and discuss the nature of the specific
development proposal in relation to the requirements of the Town Code,
the zoning of the Property, and other lawfully applicable requirements,
and to discuss the requirements for the submission of an PZMDP.
d. If requested by the Planning Director, the Applicant shall provide a

draft land use plan in advance of the pre-application conference
describing generally:
i. The specific location of the site.
ii. The location of proposed points of access.
iii. The general location and types of uses, environmental features

on the site, open space and other features associated with the
approved rezoning of the Property but with such further detail
as to permit an understanding and evaluation of actual
construction of permitted structures and uses..
28. Submission and contents of PZMDPs

Proffer Statement
Page 12
a. Following the pre-application conference, the Applicant may submit a

final PZMDP for all or a portion of the Property. The following shall
be required for a final PZMDP and shall be shown clearly on the plan.
i. The scale shall be one inch equals 100 feet or larger (the ratio
of feet to inches shall be no more than 100 feet to one inch) or
at a scale acceptable to the Planning Director. The scale shall
be sufficient so that all features are discernible.
ii. All PZMDPs shall include a North arrow, a scale and a legend
describing all symbols.
iii. The PZMDP shall be based on a boundary survey of the entire

property related to true meridian and certified by a certified
Virginia surveyor, architect or engineer. The total area of the
property shall be depicted on the PZMDP.
iv. The topography shall be shown at contour intervals acceptable to

v. The title of the proposed project; the date, month, year the plan
was prepared or revised; the name of the applicant(s), owner(s) and
contract owner(s); and the names of the individuals or firms
preparing the plan shall be clearly specified.
vi. A plan, showing the location, arrangement and approximate

boundaries of all proposed land uses on all or a portion of the
Property sufficient to permit a reasonable determination that the
requirements of the Land Bay Tabulations chart on the Land Bay
Plan, and that parking and loading requirements can be satisfied
with site or subdivision plans upon full buildout of the Property.
vii. Elevations of all proposed structures demonstrating their

conformity with the Design Guidelines for such structures and any
other applicable provisions of the zoning or these Proffers.
viii. The approximate acreage in common open space, each use, if

applicable, roads, streets or rights-of-way for the subject property
and total development, as applicable.
Proffer Statement
Page 13
ix. The location and extent of proposed buffers and landscaping areas,
with statements, profiles, cross sections or examples clearly
specifying the screening and types of plantings to be provided.
x. The location, arrangement, and right-of-way widths of roads and

streets, including roads and streets providing access to adjoining
parcels within the proposed development.
xi. The location and arrangement of street entrances, driveways and

parking areas.
xii. A conceptual plan for stormwater management with the location of

stormwater facilities depicted.
xiii. A history of all land divisions that have occurred in relation to the
tract since the adoption of this requirement.
xiv. The location of sewer and water mains with graphic depictions of
the connection with and availability of existing facilities that are
proposed to be made.
29. Post Zoning Master Development Plan Submission. The Applicant shall submit
the number of copies of the PZMDP, as determined by the Planning Director.
a. Regardless of language used herein, the following process is not

mandatory upon the Town or Council and no legal obligation is
established for the Towns review hereby, pursuant to Virginia law related
to conditional zoning. Notwithstanding the limits of the Proffers to impose
obligations on a locality, this process is set forth to establish aspirational
goals intended to assure timely processing and review of an PZMDP.
b. The Planning Director shall circulate the PZMDP for review and comment
by such staff or agencies deemed appropriate, with reasonable notice
thereto that the purpose of the PZMDP is to permit a preliminary
determination as to compliance of specific development proposals with the
approved rezoning and applicable ordinances and regulations.
c. The Planning Director may request an updated traffic counts be submitted

if, it is determined that there have been substantial changes in conditions
affecting traffic and transportation.
d. The Planning Director shall complete a review of the PZMDP within 60

days of acceptance of a completed application for approval.
Proffer Statement
Page 14
e. When the submission is complete, the Planning Director shall transmit the
plans and application materials to the Council, which shall review the
PZMDP according to the same standards applicable to staff and agency
review. The Council shall act thereon as soon as practicable following the
Planning Directors certification to it that the PZMDP is suitable for
Council review.
f. An PZMDP shall not be considered final until it is signed by the Planning

Director.
g. Site plans and final subdivision plats may be submitted concurrently with
an PZMDP for review according to the procedures set forth in Town
ordinances applicable thereto.
30. Changes to approved PZMDPs - Once approved, the Planning Director may
approve minor changes to an PZMDP. Such minor changes shall not include
increases in the density or intensity of development, changes to entrance or street
layout or other major design changes. Major changes shall require resubmission
of an PZMDP for review and approval according to these Proffers.
[Signature Pages to Follow]

January 23, 2017
Walker Drive Investment Group, LLC

c/o Mr. Robert N. Springer
79 Garrett Street
Warrenton, Virginia 20186
A VETERAN-OWNED
SMALL BUSINESS
RE: Warrenton Walker Drive
Roundabout Feasibility Analysis
CORPORATE OFFICE
Baltimore, MD Warrenton, Virginia
Suite H Our Job No.: 2016-0202A
9900 Franklin Square Drive
Baltimore, Maryland 21236
410.931.6600
fax: 410.931.6601
Dear Mr. Springer:
1.800.583.8411
As requested, The Traffic Group, Inc. has conducted a roundabout feasibility study
for the intersections of Walker Drive with the proposed Walker Drive Properties
main access (Site Access A) and Walker Drive with E. Lee Street. The Traffic Impact
FIELD LOCATIONS
Analysis prepared for the Walker Drive Properties, dated April 6, 2016 identified
Arkansas that these two intersections would need traffic signalization in the future in order
Maryland
New York to function at acceptable levels of service during peak hours. VDOT and the Town
North Carolina of Warrenton have requested that roundabouts be evaluated at both. This
North Dakota
Ohio roundabout feasibility analysis identifies the projected traffic operations using the
Texas
Virginia
minimum number of lanes acceptable for roundabouts at these two intersections
Washington State based upon the year 2025 traffic forecasts. Each intersection is addressed below.
West Virginia
Walker Drive and the Walker Drive Properties Site Access A
Based upon the traffic study, total weekday evening peak hour volumes
through the Walker Drive/Site Access A intersection are projected to be
approximately 1,300 vehicles. During the Saturday peak hour,
approximately 1,200 vehicles are projected through this intersection. Given
these volumes, a single lane roundabout would likely be sufficient to
accommodate the traffic volumes. A roundabout analysis was conducted
using Sidra Software and the results of that analysis are contained in
Appendix A of this report. Exhibit 1 summarizes the level of service, delay,
and volume to capacity ratios for each of the approaches. A review of
Exhibit 1 shows that the single lane roundabout can adequately
accommodate year 2025 projected traffic volumes with Level of Service B
and C conditions for the various approaches during both the weekday
evening and Saturday peak hours.
It is important to note that Walker Drive is a four-lane divided roadway at

the proposed site access intersection. Therefore, the single lane
roundabout was modified to allow the northbound approach to have one
Merging Innovation and Excellence
lane enter the roundabout and a right lane to enter the site. Similarly, the
www.trafficgroup.com
exiting lanes of the site are shown to have one lane entering the
roundabout and the second lane flowing to the right lane of northbound
Walker Drive. The concept sketch for this intersection is provided in
Exhibit 2. In order to reduce the overall dimensions of the roundabout,
this concept proposes that the two southbound lanes along Walker Drive
would merge to a single lane before entering the roundabout. The
concept sketch shows an inside roundabout diameter of 80 ft and an
outside diameter of 136 ft.
Exhibit 3 shows truck turning templates using a WB-67 vehicle through

the single lane roundabout. Based upon this information, the size of the
roundabout illustrated is the minimum necessary in order to
accommodate truck turning movements.
The results of this analysis show that a roundabout can accommodate

future total projected traffic volumes at this location. Right-of-way needs
to be investigated to determine whether this design would have any
offsite right-of-way requirements.
The 2025 projected traffic volumes for this intersection are

approximately 2,500 vehicles during the weekday evening peak hour and
2,100 vehicles during the Saturday peak hour. This is on the upper limits
of what a single lane roundabout can accommodate. In conducting
operations analyses using Sidra, however, we determined that a single
lane roundabout does not provide adequate capacity to handle the
projected turning movements at this location. Therefore, this feasibility
analysis must assume a two-lane roundabout is necessary.
In terms of overall traffic volumes, two lanes of circulation are needed on

all legs of the roundabout except the east leg where a single lane can
accommodate the volumes. The Appendix to this report contains the
Sidra analysis worksheets showing the lanes utilized in the roundabout
analysis. Exhibit 1 shows the results of the analysis indicating the level of
service, delay, and volume to capacity ratio for each of the roundabout
approaches. As shown on Exhibit 1, a two-lane roundabout can
accommodate traffic volumes at Level of Service C or better conditions
during both the weekday evening and Saturday peak hours. It should be
noted that the volume to capacity ratios on the approaches show values
reaching 0.78 during the weekday evening peak hour and 0.64 during the
Saturday peak hour, providing evidence that a single lane roundabout
would be insufficient.
2
Given the results of the roundabout analysis, Exhibit 4 was prepared to
provide a concept design for the roundabout at the Walker Drive/E. Lee
Street intersection. This design shows an 85 ft inside diameter and 165 ft
outside diameter.
Truck turning templates were developed utilizing a WB-67 as the design

vehicle. Exhibit 5 shows the truck turning analysis. Based upon this
analysis, the concept design for this two-lane roundabout is the minimum
design that would effectively accommodate truck turning movements at
this location.
Given the existing number of lanes at the intersection, it appears much of

this roundabout could be constructed within the existing pavement.
Minor impacts are identified in the four quadrants of the intersection and
right-of-way would need to be investigated to determine whether
additional right-of-way is required for this design.
This feasibility analysis shows that a two-lane roundabout can effectively

accommodate traffic volumes at the Walker Drive/E. Lee Street
intersection with the construction of a two-lane roundabout based upon
the dimensions identified in this report.
Please review this information and feel free to contact me if you have any
questions or need anything further.
Sincerely,
Mickey A. Cornelius, P.E., PTOE

Senior Vice President
MAC:smb:rek
3
Roundabout Analysis 2025 Total Traffic
PM Peak Hour SAT Peak Hour
Intersection Control Type LOS / Delay v/c LOS / Delay v/c
1. Walker Dr. & Site Access One Lane

Overall Roundabout C / 17.8 0.77 C / 15.6 0.76
WB - Site Access B / 13.4 0.48 B / 11.6 0.44
NB - Walker Dr. C / 17.3 0.76 C / 17.4 0.76
SB - Walker Dr. C / 20.3 0.77 C / 15.1 0.66
2. E. Lee St & Walker Dr./Oliver City Dr. Two Lane
Overall Roundabout C / 15.6 0.78 B / 11.4 0.64
EB - E. Lee St C / 16.1 0.65 A / 9.4 0.37
WB - E. Lee St. B / 12.8 0.64 B / 11.2 0.61
NB - Oliver City Dr. B / 12.5 0.31 A / 9.2 0.22
SB - Walker Dr. C / 19.5 0.78 B / 13.3 0.64
EXHIBIT 1
RESULTS OF ROUNDABOUT
CAPACITY ANALYSIS
rh, 160202\rev1\los.xls-pm, f01/18/17
4
EXHIBIT 2
WALKER DR/ SITE ACCESS 5
ROUNDABOUT CONCEPT
EXHIBIT 3
6
WALKER DR/ SITE ACCESS
TURNING TEMPLATES
EXHIBIT 4
7
WALKER DR/ E. LEE ST
ROUNDABOUT CONCEPT
EXHIBIT 5
8
WALKER DR/ E. LEE ST
TURNING TEMPLATES
APPENDIX
Sidra 6.1 Output
SITE LAYOUT
Site: TP - 2025
Walker Drive & Site Ent A
2025 Total PM Peak Hour
Roundabout
1
MOVEMENT SUMMARY
Site: TP - 2025
2025 Total PM Peak Hour
Roundabout
Movement Performance - Vehicles

Mov OD Demand Flows Deg. Average Level of 95% Back of Queue Prop. Effective Average
ID Mov Total HV Satn Delay Service Vehicles Distance Queued Stop Rate Speed
veh/h % v/c sec veh ft per veh mph
South: Walker Dr
8 T1 558 3.0 0.758 17.3 LOS C 8.0 204.5 0.50 0.26 29.6
18 R2 223 3.0 0.758 17.3 LOS C 8.0 204.5 0.50 0.26 28.8
Approach 780 3.0 0.758 17.3 LOS C 8.0 204.5 0.50 0.26 29.4
East: Site Ent A

1 L2 222 3.0 0.477 13.4 LOS B 2.3 58.7 0.66 0.71 29.7
16 R2 73 3.0 0.477 13.4 LOS B 2.3 58.7 0.66 0.71 28.9
Approach 295 3.0 0.477 13.4 LOS B 2.3 58.7 0.66 0.71 29.5
North: Walker Dr
7 L2 62 3.0 0.771 20.3 LOS C 8.2 209.9 0.78 0.74 28.4
4 T1 611 3.0 0.771 20.3 LOS C 8.2 209.9 0.78 0.74 28.4
Approach 673 3.0 0.771 20.3 LOS C 8.2 209.9 0.78 0.74 28.4
All Vehicles 1748 3.0 0.771 17.8 LOS C 8.2 209.9 0.63 0.52 29.0
Level of Service (LOS) Method: Delay & v/c (HCM 2010).

Roundabout LOS Method: Same as Sign Control.
Vehicle movement LOS values are based on average delay and v/c ratio (degree of saturation) per movement
LOS F will result if v/c > 1 irrespective of movement delay value (does not apply for approaches and intersection).
Intersection and Approach LOS values are based on average delay for all movements (v/c not used as specified in HCM 2010).
Roundabout Capacity Model: US HCM 2010.
HCM Delay Formula option is used. Control Delay does not include Geometric Delay since Exclude Geometric Delay option applies.
Gap-Acceptance Capacity: Traditional M1.
HV (%) values are calculated for All Movement Classes of All Heavy Vehicle Model Designation.
SIDRA INTERSECTION 6.1 | Copyright 2000-2015 Akcelik and Associates Pty Ltd | sidrasolutions.com
Organisation: THE TRAFFIC GROUP | Processed: Thursday, January 19, 2017 12:20:11 PM
Project: F:\2016\2016-0202_Warrenton-Walker Drive\ENG\REV1\HCM\8.sip6
2
MOVEMENT SUMMARY
Site: TS - 2025
2025 Total SAT Peak Hour
Roundabout

South: Walker Dr
8 T1 473 3.0 0.755 17.4 LOS C 7.5 193.3 0.55 0.32 29.5
18 R2 289 3.0 0.755 17.4 LOS C 7.5 193.3 0.55 0.32 28.8
Approach 762 3.0 0.755 17.4 LOS C 7.5 193.3 0.55 0.32 29.3
East: Site Ent A

1 L2 222 3.0 0.437 11.6 LOS B 2.0 52.0 0.62 0.64 30.4
16 R2 73 3.0 0.437 11.6 LOS B 2.0 52.0 0.62 0.64 29.5
Approach 295 3.0 0.437 11.6 LOS B 2.0 52.0 0.62 0.64 30.2
North: Walker Dr
7 L2 82 3.0 0.661 15.1 LOS C 5.2 132.1 0.64 0.57 30.3
4 T1 496 3.0 0.661 15.1 LOS C 5.2 132.1 0.64 0.57 30.2
Approach 577 3.0 0.661 15.1 LOS C 5.2 132.1 0.64 0.57 30.2

3
SITE LAYOUT
Site: TP - Alt
E Lee St & Walker Dr/Oliver City Rd
2025 Total PM Peak Hour - Alt
Roundabout
Organisation: THE TRAFFIC GROUP | Created: Thursday, January 19, 2017 12:23:18 PM
4
MOVEMENT SUMMARY
Site: TP - Alt
2025 Total PM Peak Hour - Alt
Roundabout

South: Oliver City Dr
3 L2 5 3.0 0.309 12.5 LOS B 0.9 22.6 0.65 0.67 31.6
8 T1 28 3.0 0.309 12.5 LOS B 0.9 22.6 0.65 0.67 31.5
18 R2 113 3.0 0.309 12.5 LOS B 0.9 22.6 0.65 0.67 30.6
Approach 147 3.0 0.309 12.5 LOS B 0.9 22.6 0.65 0.67 30.8
East: E Lee St
1 L2 138 3.0 0.569 11.8 LOS B 2.8 72.3 0.45 0.38 31.4
6 T1 388 3.0 0.569 11.8 LOS B 2.8 72.3 0.45 0.38 31.3
16 R2 600 3.0 0.642 13.7 LOS B 3.6 92.4 0.48 0.42 30.0
Approach 1126 3.0 0.642 12.8 LOS B 3.6 92.4 0.47 0.41 30.6
North: Walker Dr
7 L2 586 3.0 0.783 23.8 LOS C 5.4 139.5 0.75 0.87 25.9
4 T1 59 3.0 0.344 9.2 LOS A 1.1 28.9 0.49 0.50 33.0
14 R2 191 3.0 0.344 9.2 LOS A 1.1 28.9 0.49 0.50 32.0
Approach 836 3.0 0.783 19.5 LOS C 5.4 139.5 0.67 0.76 27.4
West: E Lee St
5 L2 188 3.0 0.314 10.3 LOS B 1.0 24.9 0.55 0.56 30.4
2 T1 388 3.0 0.645 18.8 LOS C 3.0 76.6 0.68 0.76 29.1
12 R2 14 3.0 0.645 18.8 LOS C 3.0 76.6 0.68 0.76 28.3
Approach 590 3.0 0.645 16.1 LOS C 3.0 76.6 0.64 0.69 29.5

5
MOVEMENT SUMMARY
Site: TS - Alt
2025 Total SAT Peak Hour - Alt
Roundabout

South: Oliver City Dr
3 L2 8 3.0 0.217 9.2 LOS A 0.6 14.8 0.54 0.54 33.0
8 T1 22 3.0 0.217 9.2 LOS A 0.6 14.8 0.54 0.54 32.9
18 R2 93 3.0 0.217 9.2 LOS A 0.6 14.8 0.54 0.54 32.0
Approach 123 3.0 0.217 9.2 LOS A 0.6 14.8 0.54 0.54 32.2
East: E Lee St
1 L2 96 3.0 0.462 9.3 LOS A 1.9 47.9 0.36 0.28 32.6
6 T1 342 3.0 0.462 9.3 LOS A 1.9 47.9 0.36 0.28 32.5
16 R2 588 3.0 0.614 12.6 LOS B 3.2 81.5 0.43 0.35 30.5
Approach 1026 3.0 0.614 11.2 LOS B 3.2 81.5 0.40 0.32 31.3
North: Walker Dr
7 L2 512 3.0 0.643 15.5 LOS C 3.4 87.4 0.61 0.66 28.5
4 T1 38 3.0 0.236 7.2 LOS A 0.7 18.0 0.42 0.40 34.0
14 R2 146 3.0 0.236 7.2 LOS A 0.7 18.0 0.42 0.40 32.9
Approach 696 3.0 0.643 13.3 LOS B 3.4 87.4 0.56 0.59 29.5
West: E Lee St
5 L2 160 3.0 0.240 8.3 LOS A 0.7 17.9 0.49 0.49 31.2
2 T1 248 3.0 0.369 10.1 LOS B 1.2 30.6 0.51 0.53 32.7
12 R2 7 3.0 0.369 10.1 LOS B 1.2 30.6 0.51 0.53 31.7
Approach 414 3.0 0.369 9.4 LOS A 1.2 30.6 0.50 0.51 32.1
All Vehicles 2259 3.0 0.643 11.4 LOS B 3.4 87.4 0.48 0.45 30.9

6
Walker Drive Properties Rezoning
Design Guidelines
December 1, 2016
Table of Contents
Concept Plan 3 and 4
Building Materials and Architectural Styles 5, 6 and 7
Streetscape Concepts 8
Public Gathering Area 9
Play Fountain/Splash Pad Concepts 10
Street Section Details 11
2
Concept Plan
3
Concept Plan
4
Building Materials and Architectural Styles
5
6
7
Streetscape Concepts
8
Public Gathering Area
9
Play Fountain/Splash
Pad Concepts
10
Street Section Details
11
From: Craig Updyke
To: Planning Department
Subject: Walker Drive Project
Date: Tuesday, January 24, 2017 2:49:25 PM
Dear Warrenton Town Planning Commission and Planning Department,
I am writing, as a concerned resident of the Townand a neighborhood adjacent to the

site,regarding the proposedWalker Drive projectfor which you are considering a
zoningchange. Iwill try to be brief.
I do not doubt that Mr. Forsten and his partners have good intentions. But this is the wrong
project in the wrong place at the wrong time.
Does this project address identified and unmet needs of the town for infrastructure? No. It
appearsthe projectwould create more unmet needs. It does not represent good development.
In fact, it will create more demands on the Town's strained infrastructure. Do not succumb to
the lure of more development solving problems created by development. Our Town's water
quality, air quality and quality of life will be degraded.
The Commission has defined areas of the town for the kind of development proposed by the
petitioners. If there is demand for the services the developers seek to attract, such
asentertainment and retail, then those services should be developed in other areas of the Town
or the County that are zoned for them.
If the petitioners insist on developing these parcels, they should find a project or business that
fits within the current zoning, such as all of the other businesses along the east side of Walker
Drive.
The Commission should stick to the plan and refuse to rezone this parcel of land. It is not
suitable for the businesses proposed by the applicants.
Thank you for your service and attention totheseconcerns.
Respectfully,
Craig Updyke
From: Laura"s LMWriter
To: Planning Department
Subject: Walker Drive rezoning
Date: Wednesday, February 15, 2017 8:53:06 AM
Dear Planning Commission,
I am unable to attend the Public Hearing on February 21 about Walker Drive rezoning but I want to express my
opposition to the rezoning as proposed. The burden on the sewer system has not been accounted for, and the
increased traffic accessing our neighborhood would have a significant and negative effect. Please vote no on the
rezoning.
Sincerely,
Laura Lyster-Mensh
Memorandum
To: Brandie M. Schaeffer

Planning Director, Town of Warrenton
From: Edward Y. Papazian, P.E.
Date: February 16, 2017
Subject: Walker Drive Properties

Review of Roundabout Feasibility Analysis
This memorandum summarizes Kimley-Horns review of the Roundabout Feasibility Analysis, dated
January 23, 2017, prepared by The Traffic Group for the Walker Drive Properties. The analyses were
conducted at the intersections along Walker Drive at Site Access A and at E. Lee Street.
We offer the following comments to this feasibility analysis.
1. The roundabout feasibility analyses were conducted for the horizon year 2025.
2. The analyses were conducted to determine the dimensions of the roundabout at each
location including the number of lanes and the inside and outside diameters to
accommodate WB-67 vehicles.
3. The analyses show that at Site Entrance A, a single lane roundabout with an inside
diameter of 80 feet and an outside diameter of 136 feet will accommodate traffic demand
and truck turning movements.
4. The analyses show that at the E. Lee Street intersection, a two-lane roundabout with an
inside diameter of 85 feet and an outside diameter of 165 feet will accommodate traffic
demand and truck turning movements.
5. Right-of-way needs will have to be investigated at both locations.
6. The analyses conclude that roundabouts are feasible at both locations.
7. We agree with the findings of this analysis.
8. We assume that VDOT will also review this Roundabout Feasibility Analysis.
Please feel free to contact us should you wish to discuss our review comments.
kimley-horn.com 11400 Commerce Park Drive, Suite 400, Reston, VA 20191 703 674 1300
MEMORANDUM
TO: Mr. John Foote, Esq.
Walsh, Colucci, Lubeley & Walsh, P.C.
FROM: Planning and Community Development Department

DATE: January 25, 2017
RE: Walker Drive Rezoning
Landscaping Review (ZMA 2016-01)
Master Development Plan Sheet 3

1) THE FINAL LANDSCAPE DESIGN INCLUDING SPECIES TYPE, QUANTITY AND
LOCATION SHALL BE DETERMINED AT THE TIME OF A FINAL SITE PLAN
SUBMISSION.
Landscaping plan is due with Site Plan Submission, as per 10-4.2 of Zoning Ordinance.
No site plans can be approved without landscaping and must be included for review.
Also redundant, applicant must provide landscaping plans.
2) LANDSCAPING SUBMITTED WITH A FINAL SITE PLAN SHALL BE SUBJECT TO ALL
APPLICABLE TOWN OF WARRENTON REGULATIONS UNLESS WAIVED BY THE
TOWN OF WARRENTON PRIOR TO OR DURING THE SITE PLAN REVIEW PROCESS.
Also redundant, applicant must provide landscaping plans.
Strike Unless waived by the Town of Warrenton Prior to or During the Site Plan
Review Process, there is no waiver process for landscaping. The remainder of the note
is somewhat redundant as it is restating that the applicant will follow the Zoning
Ordinance, which they already have to do.
3) THE LANDSCAPE PLAN SUBMITTED AT THE TIME OF FINAL SITE PLAN SHALL
PROVIDE FOR THE PLANTING OR REPLACEMENT OF TREES ON THE SITE TO THE
EXTENT THAT, AT 20 YEARS, A MINIMUM OF 10% TREE CANOPY SHALL BE
PROVIDED.
O:\Land Development Review\Walker Drive Properties-Forsten-Springer\Submittal Reviews\ 1

ZMA16-01-Master Development Plan-Walker Drive Properties\Rezoning Application 16-01\
Walker Drive Landscaping Review -PCD-1-25-16
This statement is redundant and straight from the Zoning Ordinance section 8-1.3. It
will need to be included on the site plan, but does not need to be on the Master
Development Plan.
o 8-1.3.2 The Landscape Plan shall provide for the planting or replacement of
trees on the site to the extent that, at 20 years, minimum tree canopies or covers
will be provided in areas designated in this ordinance, as follows:
Ten percent tree canopy for a site zoned business, commercial, or
industrial;
PROVIDE INTERIOR PARKING LOT LANDSCAPING IN ACCORDANCE WITH THE
ZONING ORDINANCE. THIS INCLUDES AN AREA EQUAL TO OR GREATER THAN 10%
PERCENT OF THE PAVED PARKING AREA WHICH SHALL BE LANDSCAPED.
ADDITIONALLY, LANDSCAPING SHALL BE PROVIDED AT A RATE OF ONE (1) TREE
AND THREE (3) SHRUBS FOR EVERY EIGHT (8) PARKING SPACES.
Redundant. Straight from the Zoning Ordinance section 8-6.2. It does not need to be on
the Master Development Plan as the applicant has to do this.
PROVIDE TREE SELECTIONS FROM THE ACCEPTABLE TREE SPECIES LIST
FOUND IN THE ZONING ORDINANCE.
Redundant. The applicant is required to fulfill this condition per the Zoning Ordinance
8-7.
PROVIDE PERIMETER PARKING LOT LANDSCAPING WHICH SHALL INCLUDE A
MINIMUM EIGHT (8) FEET WIDE LANDSCAPE STRIP WHICH INCLUDES ONE (1)
TREE EVERY 50 FEET WHERE THE PARKING ABUTS A PUBLIC RIGHT OF WAY.
WHERE PARKING DOES NOT ABUT A PUBLIC RIGHT OF WAY, PERIMETER
PARKING LOT LANDSCAPING SHALL INCLUDE A MINIMUM FIVE (5) FEET WIDE
LANDSCAPE STRIP WHICH INCLUDES ONE (1) TREE AND THREE (3) SHRUBS EVERY
50 FEET.
Redundant. The applicant is required to fulfill this condition per the Zoning Ordinance
8-6.1.
PROVIDE LANDSCAPE PLANTINGS WHICH SHALL INCLUDE TWO (2) TREES EVERY
FIFTY FEET (50') WHERE A THIRTY FOOT (30') LANDSCAPE EASEMENT IS NOTED.
THIS AREA SHALL UTILIZE SCREENING MEASURES SUCH AS, BUT NOT LIMITED
TO, SHRUBS, EARTH BERMING AND/OR STRUCTURAL MEASURES SUCH AS
FENCING. SUFFICIENT MEASURES SHALL BE INSTALLED TO SCREEN PARKED
CARS ADJACENT TO THESE LANDSCAPE AREAS. THE LANDSCAPE AREA
REFERENCED HEREIN CAN CONTAIN WITHIN ITS BOUNDARY THE PROFFERED
EIGHT FOOT (8') ASPHALT TRAIL, SIGNAGE, UTILITY CROSSINGS AND SITE
ENTRANCES "A" AND "B".
This note proffers more than required by the Zoning Ordinance (30 buffer along
Walker Drive and 2 street trees per 50). It should be included directly in the proffer
statement.
Clarify what type of trees are being proffered. This looks to be pulled from the Street
Tree, Canopy Tree Standards (8-5.5.3). Is this proffer providing canopy trees or
ornamental trees? As currently stated, the applicant will provide 2 trees per 50, but half
of those trees will have to meet the Zoning Ordinance requirement of being canopy
trees. Then out of the required canopy trees, the applicant could substitute 2 ornamental
trees for each canopy tree. Or, since this is not directly tied to the Zoning Ordinance, it
could mean that the applicant would have to provide 2 trees per 50 on top of the
required 1 canopy tree per 50.
A 10 buffer is shown on the Proffer Plan (Master Development Plan Sheet 3) along US
29. However, the landscaping required along this stretch is bigger and must match/meet
the requirements of Article 8-5.5 (about 30-40 with landscaping).
o Properties that abut the US Route 29 Required to install plantings on their
property as shown on the Town of Warrenton U.S. Route 29, Bypass Corridor
Landscape Improvements plan prepared by Patton, Harris, Rust and Associates
dated June 1996 and any subsequent amendments that may be adopted.
PROVIDE STREET TREE PLANTINGS IN ACCORDANCE WITH THE ZONING
ORDINANCE. THIS INCLUDES LANDSCAPING THAT SHALL BE PROVIDED AT A
RATE OF ONE (1) TREE FOR EVERY FIFTY (50') OF STREET FRONTAGE.
This note also redundant because the applicant is required to fulfill this condition per
the Zoning Ordinance 8-5.5. This note also seems to contradict the previous note (#7)
in that it is stating a different street tree provision then described previously, if kept
clarification is needed to show how this is separate from the proffer above it.
9) ENTRY FEATURES MAY OR MAY NOT INCLUDE A SIGN AND / OR HARDSCAPE
FEATURE SUBJECT TO FINAL DESIGN, ZONING REGULATIONS AND TOWN OF
WARRENTON APPROVAL(S).
This note is about signage and does not relate to landscaping.

Landscaping Proffer (#6)
Landscaping Landscaping shall be in substantial conformance with the Proffer Plan. All new
landscaping/plantings shall be indigenous, native species or alternative species only as approved
by the Planning Director, and in accordance with the Zoning Ordinance.
Staff Comment: Second sentence is redundant because the applicant has to use the
species listed in the Zoning Ordinance already, and has to get Planning Director approval
for any alternatives. Staff would recommend restating the proffer to including items that are
above the Zoning Ordinance requirements and removing the Landscaping notes on the Proffer Plan.
Example Landscape Proffers

At Site Plan submission, the landscaping plan shall provide a 30 landscape easement along
Walker Drive from East Lee Street to Hidden Creek Lane and along East Lee Street from U.S.
29 to Walker Drive, as shown on the Proffer Plan (Master Development Plan Sheet 3).
At Site Plan submission, the landscaping plan shall provide street tree plantings (per Article 8-
5.5.) that shall include two (2) canopy trees every fifty feet (50') where a thirty foot (30')
landscape easement is noted on the Proffer Plan (Master Development Plan Sheet 3) and noted in
Proffer # (Reference proffer above). This area shall utilize screening measures such as, but not
limited to, shrubs, earth berming and/or structural measures such as fencing. Sufficient measures
shall be installed to screen parked cars adjacent to these landscape areas. The landscape area
referenced herein can contain within its boundary the proffered eight-foot (8') asphalt trail,
signage, utility crossings and site entrances "a" and "b".

Site Plan Review for Walker Drive Master Development Plan
ZMA 16-01
Submission #4
1) The Warrenton Volunteer Fire Department (WVFD) requires a 60 radius on turns in
order to accommodate their largest piece of equipment.
On sheet 4:
The vehicle entrances and exits off of Walker Drive, Site entrance A are noted as having a
radius of 35 and 50.
The vehicle entrances and exits off of Walker Drive, Site entrance B are noted as having a
radius of 35.
The vehicle entrances and exits off of Walker Drive, Site entrance C are noted as having a
radius of 35.
This does not meet the requirements of the WVFD.
2) Under the #8 heading Architecture, it appears that red-steel structural buildings are
prohibited. Is this your intent? Or are you referring to exterior wall finishes only?
Bob Hale
Memorandum
To: Brandie M. Schaeffer

Planning Director, Town of Warrenton
From: Edward Y. Papazian, P.E.
Date: December 16, 2016
Subject: Walker Drive Properties

Traffic Review of December 2, 2016 Resubmitted
This memorandum presents our review of the resubmittal of application materials for the Walker Drive
Properties, dated December 2, 2016.
1. Pedestrian and Bicycle Counts:

Kimley-Horn has previously noted that the traffic study did not include pedestrian and bicycle
counts at the study intersections. Such counts are typically required in Northern Virginia
jurisdictions. The scoping for the traffic study identified Bike/Ped accommodations. As a
result, Kimley-Horn has suggested that it would be helpful to have pedestrian and bicycle
counts along with motor vehicle counts at study intersections. The applicant correctly points
out that the pedestrian and bicycle counts would be low. On this basis, they have declined to
perform additional counts.
2. Multi-Use Trail on Project Side of Walker Drive:

The Town staff has recommended and continues to recommend that a 10-foot wide multi-use
trail be provided on the project side of Walker Drive. In addition, a 5-foot wide sidewalk is
required along the site frontage. The multi-use trail would be part of the pedestrian and
bicycle accommodations provided by the project. The alignment of this trail would, whether it
is within the property or along Walker Drive, need to be determined based on discussions
between the applicant and the Town staff.
3. Analysis to Evaluate Installation of Traffic Signals Compared to Roundabouts:

Kimley-Horn and VDOT requested an evaluation comparing installation of traffic signals with
installing roundabouts. The applicant prepared concept sketches that show the possible
roundabouts at locations where traffic signals would otherwise be installed. Further review by
the applicant in consultation with VDOT is needed to determine the best course of action.
Page 2
4. More Detailed Analysis as to why Traffic Signal Not Needed at Intersection of Meetze Road
and US 29 Bypass Southbound Ramps:
Kimley-Horn requested more detailed analysis that would show why a traffic signal is not
needed at the intersection of Meetze Road and US 29 Bypass southbound ramps. The
applicants traffic consultant provided a verbal description of the reason a signal is not
needed. We understand the justification. However, we would like to see the documentation
of the analysis.
5. Southbound Left Turn Lane Along Walker Drive into Existing Office Driveway:
Kimley-Horn recommended that a southbound left turn lane on Walker Drive be installed at
the existing entrance opposite Breezewood Drive. The applicant declines to commit to this
improvement. The left turn movements at this location include both left turns into the existing
office parcel and U-turns into the By-Right parcel. Given the combination of left turns and
U-turns, we maintain that a left turn lane would provide added safety.
6. Angle Parking:
The Applicants design guidelines show angle parking. If it is agreed that angle parking will be
provided along internal streets, the parking should be back-in. This is due to safety
considerations.
TOWN OF WARRENTON
POLICE DEPARTMENT
MEMORANDUM
Date: August 31, 2016
To: Denise M. Harris, Interim Director of Planning and Community Development
From: Louis A. Battle, Chief of Police
Re: Walker Drive Project
I have reviewed the documentation provided for this project. The Police Department has no
comments for the applicant at this time.
From: Stinson, Heather
To: Kelly Machen; Sarah Sitterle
Subject: RE: Map Amendment Review
Date: Tuesday, May 31, 2016 3:19:40 PM
Sarah,
Below are my comments on the Walker Drive application. Sorry for the delay! If its too late to
include in the staff report, I understand.
Best,
Heather
Potential Economic Impact

The proposed development offers new opportunities for economic growth. In the short-term, a
development of such a large scale will undoubtedly stimulate the local economy through
construction employment and expenditures. In the long-term, the project may also directly benefit
the town through increased tax revenues.
Securing an entertainment use (i.e. movie theater, bowling alley, etc.) will be critical point for the
development and greatly determines its economic impact. There is a high demand among residents
in the region for entertainment venues, particularly those open to children and families. Because of
this demand, the proposed development could draw customers from the greater region, customers
who may not have otherwise come to Warrenton.
Walkable mixed-use developments are also attractive not just for shoppers, but for potential
residents as well. These developments are in high demand among young professionals and those
down-sizing. Therefore, the proposed development may increase quality of life in Warrentonfor
new as well as existing residents.
From: Kelly Machen [mailto:kmachen@warrentonva.gov]

Sent: Wednesday, May 18, 2016 10:28 AM
To: Heather Stinson <hstinson@warrentonva.gov>; Sarah Sitterle <ssitterle@warrentonva.gov>;
Robert Hale <rhale@warrentonva.gov>; Louis Battle <lbattle@warrentonva.gov>; Larry Oliver
<loliver@warrentonva.gov>; Margaret Rice <mrice@warrentonva.gov>; Edward Tucker
<etucker@warrentonva.gov>; Denise Harris <dharris@warrentonva.gov>;
rodney.woodward@warrentonfire.org
Subject: Map Amendment Review
Good Morning!
Attached are new documents for review for the Walker Drive Properties Site Plan, ZMA 16-01.
Comments are due ASAP (we need to respond to the applicant next week). Please note, included in
the attached documents is a draft proffer statement. Please let me know if you have any questions.

Thank you,
Kelly
Kelly Machen
Planner
Town of Warrenton
18 Court Street
Warrenton, VA 20186
Ph: (540) 347-2405 x238
Email: kmachen@warrentonva.gov
Website: www.warrentonva.gov
Warrenton Volunteer Fire Company, Inc.
167 West Shirley Ave. Warrenton, Virginia 20186
Fire Station 1 (540) 347-0522 EMS Station 1 (540) 347-4873
Business Services (540) 347-3232 Fax (540) 347-6513
MEMORANDUM
Date: 5/27/2016
To: Sarah Sitterle Director of Planning and Community Development
From: Samuel F. Myers Fire Chief

Rodney H. Woodward Captain
Subject: Comments on Walker Drive Rezoning
Access on all sides of the buildings, especially for Tower 1 to get around and set up.
Supra boxes on front and rear entrances, of all buildings.
Sprinkler and alarm panel rooms are marked. (signage)
Multiple access points in and out of complex if possible.
Multiple Fire Hydrants for each building.
Good access to the sprinkler and stand pipe connections.
On the strip shopping center buildings, need address numbers on the rear doors.
All buildings need to be numbered so they can be seen from the street as pulling
in.(not just on the front door)
All traffic lights need to comply with the town Opticom system.
PLANNING AND COMMUNITY DEVELOPMENT DEPARTMENT
STAFF REPORT
PLANNING COMMISSION WORK SESSION
DATE OF WORK SESSION: October 18, 2016

ZMA 16-01Walker Drive
TOWN COUNCIL DECISION DEADLINE: June 29, 2017
SUBJECT: Zoning Map Amendment #16-01 (ZMA 16-01) Walker Drive
EXECUTIVE SUMMARY
The applicant for ZMA 16-01 is proposing to rezone multiple parcels along Walker Drive
from Industrial (I) to Industrial Planned Unit Development (I-PUD) overlay district. I-
PUD allows for mixed-use development. The rezoning request includes proffers, waiver
requests, a Master Development Plan, Design Guidelines, Transportation Impact
Analysis, and Economic Analysis. The properties included within ZMA 16-01 comprise
approximately 31.9131 acres of primarily undeveloped land, two developed buildings,
and on by-right building currently under construction.
STAFF RECOMMENDATION
It is staffs recommendation that the Planning Commission hold one or more work
sessions to discuss the components of the proposal. According to the Zoning Ordinance
Section 11-3.9.17, the voluntary proffers associated with the application must be
submitted prior to the advertisement of a public hearing. Therefore, staff recommends the
Planning Commission hold a work session until the project is fully vetted.
ZMA 16-01 Walker Drive Map Amendment
Planning Commission Work Session
October 18, 2016
VICINITY MAP
Directions:
Properties are bounded by East Lee Street to the south, Walker Drive to the west,
US 15/17/29 to the east, and Academy Hill Road to the north.
2
October 18, 2016
Table of Contents
I. APPLICATION INFORMATION ............................................................................................ 4
II. PROJECT REVIEW ....................................................................................................................... 5
Proposal ..................................................................................................................................... 5
Existing Conditions............................................................................................................... 6
Comprehensive Plan Overview....................................................................................... 6
Zoning ......................................................................................................................................... 8
..................................................................................................................................................... 11
Economic and Market Analysis.................................................................................... 14
Transportation .................................................................................................................... 17
Water & Sewer ..................................................................................................................... 19
Parks and Recreation........................................................................................................ 21
Police Department ............................................................................................................. 22
Warrenton Volunteer Fire Company ........................................................................ 22
Design Guidelines ............................................................................................................... 22
Landscaping and Central Plaza .................................................................................... 25
Relationship between Documents ............................................................................. 26
Proffers .................................................................................................................................... 27
III. ATTACHMENTS ......................................................................................................................... 28
3
October 18, 2016
I. APPLICATION INFORMATION
APPLICANT: East Side Investment Group, LLC.

Springfield Real Properties, LLC.
Walker Drive Investment Group, LLC.
REPRESENTATIVE: Walsh Colucci Lubeley & Walsh PC:

c/o John Foote & Jessica Pfeiffer
APPLICANTS PROPOSAL/REQUEST
1. Rezone the parcels listed below from Industrial (I) to Industrial Planned Unit
Development (I-PUD)
LOCATION: Walker Drive
PARCEL ID: PROPERTY OWNERS:

6984-74-5565 Walker Drive Investment Group, LLC.
6984-73-7494 Springfield Properties, LLC.
6984-72-3635 The Drew Corporation
6984-73-6957-101 CCMK, LLC.
6984-73-6957-202 CCMK, LLC.
6984-73-6957-201 Ram Holdings, LLC.
6984-73-6957-203 J.S. Woodside Properties, LLC.
6984-74-8242-001 Hirshman Hoover, LLC.
6984-74-8242-003 F&R Development, LLC.
6984-74-8242-004 CCMK, LLC.
6984-74-8242-005 CCMK, LLC.
N/A Town of Warrenton
ZONING: Industrial
ACERAGE: 31.9131 acres
SURROUNDING LAND USES/ZONING
ZONING PRESENT LAND USES
North: Industrial Animal Clinic

South: R-15 Residential
East: R-6, R-10, R-15 Residential
West: Fauquier County R-1 & R-4 Highway/Church/Undeveloped
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October 18, 2016
II. PROJECT REVIEW
Proposal
This is the first rezoning application under the Towns recently updated Industrial
Planned Unit Development District. The applicant proposes to rezone multiple properties
(31.9193 acres) from Industrial (I) to Industrial Planned Unit Development (I-PUD) to
allow for a mixed use development consisting of residential, commercial, and industrial
uses. While primarily vacant, there are two existing office and recreational buildings
(OTAC-I and OTAC-II) on the properties. A third building, OTAC-III is under
development.
According to the Narrative Statement, the proposed timeline and square footage for the
project has two phases from which the Traffic Impact Analysis was developed:
Phase 1:
Bowling alley 21,000 gross square feet
Movie theater 35,000 gross square feet
General office 20,550 gross square feet
General Retail 20,550 gross square feet
Restaurants 20,550 gross square feet
Phase 2:
Multi-Family apartments 116 dwelling units
General office 16,806 gross square feet
General retail 35,417 gross square feet
Restaurants 13,000 gross square feet
However, sheet 2 of the Master Development Plan, which is proffered, must be in

substantial conformance, if approved, with the following square footage with no phasing
presented:
Use Category Use Maximum Use Area (SF)

Land Bay A:
Industrial General Office 20,550
Commercial Retail 12,575
Industrial Restaurant 12,575
Land Bay B:
Commercial Entertainment 56,000
Land Bay C:
Industrial General Office 6,703
5
October 18, 2016
Land Bay D:
Mixed Use Residential General Office 10,103
Mixed use Residential Retail 7,603
Mixed Use Residential Restaurant 2,500
Mixed Use Residential Multi-Family 76 Units
Land Bay E:
Mixed Use Residential Retail 12,000
Mixed Use Residential Restaurant 8,000
Mixed Use Residential Multi-Family 40 Units
Existing Conditions
This application for rezoning encompasses 16 parcels and 31.9131 acres. On the north
end of the properties are two existing office buildings known as Old Town Athletic Club
or OTAC I and II. These buildings are two stories and contain Medical Offices and
Fitness Facilities. A third building (OTAC III) is under construction adjacent to OTAC I
and II and will be three floors of Medical Offices, Fitness Facilities, and General Office
spaces. An existing Stormwater Management/Best Management Practices Facility
(SWM/BMP) serving OTAC I and II is located between these two buildings, next to U.S
29/15/17.
A non-functioning SWM/BMP facility is located approximately in the center of the

proposed rezoning area, along with sanitary sewer utilities running through the middle of
the area, within Town owned property. The southern portion of the proposed rezoning
area is primarily vacant with existing tree coverage. Steep slopes exist within the center
and northern portions of the proposed rezoning area. (Note: Steep slope suitability may
come before the Planning Commission if the property is subdivided per the Subdivision
Ordinance Article 4.) A 2008 Wetland Delineation Report for this area found no areas
warranting delineation.
The property is bounded by existing roads with the Eastern Bypass U.S. 29/15/17 to the
east, Walker Drive to the west, Academy Hill Road to the north, and East Lee Street to
the south. Currently, East Lee Street serves as a gateway into the Towns historic district
and Main Street; Walker Drive is a 4-lane divided road serving a number of developed
businesses and residential neighborhoods. Directly west of the property are the existing
residential communities of Edgemont and Breezewood.
Comprehensive Plan Overview
The Comprehensive Plan designates this site as Light Industrial in the Future Land Use
Map. The Industrial Goal states To encourage and plan for clean and light industrial
activities that are economically beneficial and compatible with the needs, character, and
environment of the Town. Light Industrial areas are envisioned to include light
manufacturing, flex industrial uses and wholesale commercial uses, with limited office
uses. Industrial land uses should be limited to uses that do not generate inordinate
amounts of noise, smoke, dust, odors, heat, or electrical disturbances. Industrial sites
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October 18, 2016
should be co-located or located near one another. Scattered or strip sites is strongly
discouraged. Uses should be limited to those that will provide a variety of light industrial
uses that will contribute to the creation of new businesses and retention and expansion of
existing businesses, with very limited support for commercial uses allowed as integrated
elements of the industrial development for the purpose of reducing traffic generation
from the site.
The Comprehensive Plan goes on to describe the goals and objectives of Light Industrial
as:
By creating and expanding these (Industrial) sites, it will reduce the amount of
persons commuting towards Northern Virginia, and thereby reducing travel time and
congestion to name a few. The areas proposed for light industrial shown on the future
land use map should adhere to the following standards and guidelines.
Access to industrial areas should not conflict with residential traffic, and
therefore, should be separated from other types of traffic. This should be
accomplished by a road system that permits separation of uses. The non-
residential traffic should be routed to collector roads and highways as quickly
as possible.
Industrial uses should be supported with public utilities. In addition, where
other utilities are not available, such as natural gas, electric, and phone, those
companies should be encouraged to extend their services into industrial areas.
A set of performance standards should be established in order to mitigate any
potential adverse impacts that may be emitted by a particular use.
When designating, and/or developing industrial sites, particular attention
should be given to buffering adjacent non-industrial uses, including appropriate
landscaping, screening, setbacks, and open space.
When evaluating new locations for industrial sites, compatibility with adjacent
uses should be carefully considered. Industrial uses should be located adjacent
to compatible uses.
Uses should be limited to those that will provide a variety of light industrial
uses that will contribute to the creation of new businesses and retention and
expansion of existing businesses, with very limited support commercial uses
allowed as integrated elements of the industrial development for the purpose of
reducing traffic generation from the site.
As this is an application to rezone to a Planned Unit Development (PUD), which the

Comprehensive Plan does not specifically include in the Future Land Use Map, it is
important to look at other goals of the Comprehensive Plan. Specifically, the
Comprehensive Plan calls for a mix of development types and styles which are
compatible with Warrentons historic, small town character. The mix should be fine-
7
October 18, 2016
grained so as to avoid large areas of single uses and so as to create human-scaled

neighborhoods.
Further, the Comprehensive Plan discourages new development in scattered strip sites.
Instead it favors a safe, efficient and multi-modal transportation system for the
movement of people, goods and services, in and around the Town, that is consistent with
the historic fabric, land use pattern and expected future fiscal needs of the Town.
As the applicant points out in the Narrative Statement, the proposed rezoning seeks to
address the Comprehensive Plans objective to promote mixed-use development as an
economical and environmentally sound use of land.
More specific goals and objectives of the Comprehensive Plan are found in the sections
below.
Zoning
The parcels in question under this application currently fall under the requirements for
Industrial Zoning Districts. If ZMA 16-01 is approved, these parcels will be subject to the
requirements under the I-PUD Zoning District. Per the Zoning Ordinance, the legislative
intent of the PUD/I-PUD District is the following:
It is the intent of this Article is to encourage innovations in residential and

nonresidential development so that the growing demands of Warrenton may be met by
greater variety in type, design and layout of buildings and housing types and to
achieve the purposes set out in Section 15.2-2283 of the Code of Virginia, the Town's
Comprehensive Plan, and the following specific purposes of:
3-5.2.1.2 Commercial or Industrial Planned Unit Development

1. Increasing economic opportunities through planned communities that include
light industrial and/or commercial business parks with on-site residential
development conducive to implementing the Goals and Objectives of the
Comprehensive Plan.
2. Developing gateway communities to maintain and convey a sense of the
Town's unique character by utilizing mixed-use development compatible with
Warrenton's historic environment.
3. Discouraging stereotypical "strip development" and encouraging creative
urban design though zoning and subdivision regulations that incorporate
flexible design standards, incentives and bonuses. Therefore, the PUD process
shall permit a freer placement of buildings within the project area than the
conventional subdivision system. In consideration of the unified development
concept, the total project parcel shall be the unit of regulation and density
shall be calculated on a project-wide basis to permit the clustering of
buildings to create open space and preserve natural site features.
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October 18, 2016
4. Maintaining and encouraging efficient land use patterns that integrate

residential, commercial, public and employment in planned neighborhoods.
5. Targeting and recruiting new private sector employers in specific commercial
and industrial uses to maintain and enhance a balanced tax base through the
expansion of employment opportunities that complement and support Main
Street.
6. Promoting professional offices and their contributions to a balanced mix of
employment opportunities.
7. Balancing multi-modal transportation needs including motor vehicles,
bicycles and pedestrians.
8. Reducing vehicular traffic by locating employment and housing within one
development.
Under the Zoning Ordinance, the Master Development Plan appears to meet the
following requirements:
Total land area

Floor Area Ratio
Minimum total open space
Common Open Space & Central Plaza (illustrative only)
By right uses (except for bank with drive-through)
Industrial Zoning District Setbacks 1
Total parking amount
Lot Coverage
However, the proposed square footage for the I-PUD is difficult to fully verify. The
Narrative, Design Guidelines, and Master Development Plan Land Bay Tabulations,
show the same total amount of gross floor area per land use. These areas do not match the
gross square footage (gsf) shown in the Master Development Plan Parking Tabulations,
which include the existing buildings and may be incorrect. This in turn means the
estimated Use Percentages by Land Area table may be off as well. For example, the
Parking Tabulations show a total of 58,004 gsf for General Office (10,648 gsf of which is
in OTAC III), and the Narrative, Design Guidelines, and Land Bay Tabulations show
37,356 gsf, a discrepancy of 10,000 gsf.
Please note that only sheets #1-3 of the Master Development Plan have been proffered to
be in substantial conformance with the Master Development Plan. This means some of
the items listed above are illustrative only (landscape and illustrative layouts). The
1
There are setbacks required other than those under the Industrial Zoning District, such as I-PUD bulk
requirements (3-5.2.7.5) and setbacks for height (3-5.2.8).
9
October 18, 2016
following items are those zoning requirements which staff is unable to verify at this
moment, but which the applicant has said will be considered at site plan review.
Bulk Development Requirements for I-PUD

Common Open Space & Central Plaza (illustrative only)
Setbacks associated with the height of buildings
Landscaping and Buffering
Lighting
Common Open Space and Central Plaza is included as both appearing to meet the
ordinance but is not verifiable at this time. The applicant has provided illustrative
proposed open space, which delineates open space into 1) green space (perimeter of
parking lots and around SWM Facility), 2) pedestrian open space (sidewalk/plaza within
center of development), and 3) SWM areas. The amount of illustrative open space shown
on the Master Development Plan meets the Zoning Ordinance size requirements.
However, staff is not sure if the proposed open space meets the Zoning Ordinance
requirement of being for the use of residents and occupants, at it consists primarily of
the landscaping areas around the parking lots and SWM facility (Article 3-5.2.1.4). This
is something for the Town Council and Planning Commission to consider.
The application currently includes waiver requests from the Land Use Mix requirement
and for a sign package. The applicant is requesting a waiver to allow for the proposed
Land Use Mix shown on the Master Development Plan (see table below). This waiver
would allow for less industrial uses than required and more commercial uses than
allowed. Staff has been unable to recreate the estimated use percentages proposed using
the information provided. It appears on sheet 2 of the Master Development Plan that the
applicant is calculating the Land Area without incorporating the total land area
(excluding open space) as required in 3-5.2.4 of the Zoning Ordinance. As the applicant
is requesting a waiver, this information needs to be adjusted in order for the true
differential of the request to be understood.
Category I-PUD Proposed Proposed Uses/Size

Requirement
Land Use Mix
Industrial Minimum 50% 45.2% General Office: 27,253 sq ft
Restaurant: 23,050 sq ft
Commercial Maximum 30% 33.5% Retail: 36,364 sq ft
Entertainment: 56,000 sq ft
Residential Maximum 20% 0% None
Mixed Use Minimum 5% 21.3% General Office: 10,103 sq ft
Residential Maximum 35% Retail: 19,603 sq ft
Restaurant: 10,500 sq ft
Multifamily Residential: 116
units
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October 18, 2016
At the time of Site Development Plan review, the Master Development Plan will not
override the requirements of VDOT, Town of Warrenton Public Facilities Manual, or
Zoning Ordinance, unless specifically requested by the applicant in a waiver and
approved by the Town.
The Master Development Plan shows a few features that may require a Special Use
Permit, including:
Buildings over 45 feet (1-5 story buildings proposed)

Bank with drive through facilities
The applicant has stated that they will apply for a special use permit later for these items
when there are definite users interested in the project or when final design details show
that it will be required.
The table below shows the uses considered by-right within the Industrial Zoning District
and I-PUD Zoning District. In the past, there has been confusion as to exactly what uses
are permitted by-right on the site. The table below seeks to provide clarification on the
types of industrial uses currently allowed. The underlined items are the additional uses
allowed by-right within the I-PUD district.

Accessory buildings Accessory Buildings and uses
Active and Passive Recreation and Recreational customarily incidental to permitted
Facilities uses
Banks and savings and loan offices Active and Passive Recreation and
Broadcasting studios and offices Recreation Areas and Facilities
Business and office supply establishments Apartment buildings, multifamily
Cabinet, upholstery, and furniture shops dwellings, and condominiums, as
Cafeteria or snack bar for employees authorized on an approved Master
Clinics, medical or dental Development Plan
Commercial uses constituting up to 15% of Banks and Savings and Loan
permitted site or building area Offices
Conference Centers Broadcast Studios
Contractors office and warehouse without Business and office supply
outdoor storage establishments
Crematory Cabinet, upholstery and furniture
Dwellings for resident watchmen and caretakers repair shops
employed on the premises Cafeterias, snack bars or other
Employment service or agency employee related commercial
facilities up to 15% of building
Flex Office and Industrial uses
area
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October 18, 2016

Janitorial service establishment Conference Centers
Laboratories, research, experimental or testing, Child Care Center
but not testing explosives, rockets, or jet engines Daycare Facilities
Light manufacturing uses which do not create Employment Service or Agency
danger to health and safety in surrounding areas Clinics (medical and dental)
and which do not create offensive noise, Family Care Home
vibration, smoke, dust, lint, odor, heat, glare, or Flex industrial
electrical impulse than that which is generally Health and Fitness Facilities
associated with light industries Hotels and motels
Monument sales establishments with incidental Institutional buildings
processing to order but not including shaping of
Light manufacturing uses, which
headstones can confine all aspect of the
Motion picture studio production and or manufacturing
Nurseries and greenhouses of product to the interior of the
Offices- business, professional, or building and do not create danger
administrative to health and safety of the
Off-street parking and loading subject to Article surrounding areas.
7 Medical Laboratories
Open space subject to Article 9 Medical Offices and Laboratories
Printing, publishing, and engraving Mixed Use Industrial
establishment; photographic processing; (retail/office/industrial)
blueprinting; photocopying; and similar uses Mixed Use Residential
Private club, lodge, meeting hall, labor union, or (apartments located above ground
fraternal organization or sorority floor retail and/or offices)
Rental service establishment Mixed Use Retail/Commercial
Retail or wholesale sales and service incidental Offices
to a permitted manufacturing, processing, Off-street parking for permitted
storing, or distributing use uses subject to Article 7
Rug and carpet cleaning and storage with Parking Garage/Facilities
incidental sales of rugs and carpets Parks
Security service office or station Playgrounds and recreation areas
Sign fabricating and painting Plumbing and electrical supply,
Signs, subject to Article 6 retail only
Studios Rental Service Establishments,
Transmission and receiving towers of height not without outdoor storage
exceeding one hundred twenty-five (125) feet Restaurant
Utilities related to and necessary for service Restaurant without drive-thru
within the Town, including poles, wires, facilities
transformers, telephone booths, and the like for Retail uses, Personal Services
electrical power distribution or communication
service, and underground pipelines or conduits
for local electrical, gas, sewer, or water service,
but not those facilities listed as requiring a Studios
Warehouses restricted to outer
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October 18, 2016

special use permit areas of PUD
Wholesale establishment, storage warehouse, or Wholesale establishment
distribution center. furniture moving
Furthermore, as described above in the applicant waiver request, in the I-IPUD Zoning
Ordinance, the allowable uses within the entire land area are divided up into
minimum/maximum allowable percentages. The I-PUD Zoning Ordinance divides the
by-right uses into Industrial, Commercial, and Residential to help determine the overall
land use mix percentages. Below is how the Zoning Ordinance 3-5.2.6.4 divides the uses:

Residential Mixed Use Residential (apartments located above ground floor
retail and/or offices)
Apartment buildings, multifamily dwellings, and
condominiums, as authorized on an approved Master
Development Plan
Playgrounds and recreation areas
Commercial Active and Passive Recreation and Recreation Areas and
Facilities
Banks and Savings and Loan Offices
Child Care Center
Clinics (medical and dental)
Family Care Home
Hotels and motels
Medical Offices and Laboratories
Mixed Use Retail/Commercial
Retail uses, Personal Services
Restaurant without drive-thru facilities
Studios
Theater
Offices
Daycare Facilities
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October 18, 2016

Industrial Accessory Buildings and uses customarily incidental to
permitted uses
Broadcast Studios
Business and office supply establishments
Cabinet, upholstery and furniture repair shops
Cafeterias, snack bars or other employee related commercial
facilities up to 15% of building area
Conference Centers
Employment Service or Agency
Flex industrial
Health and fitness facilities
Light manufacturing uses, which can confine all aspect of the
production and or manufacturing of product to the interior of
the building and do not create danger to health and safety of the
surrounding areas.
Medical Laboratories
Mixed Use Industrial (retail/office/industrial)
Off-street parking for permitted uses subject to Article 7
Offices
Parking Garage/Facilities (See Article 12 for Definition)
Parks
Plumbing and electrical supply, retail only
Rental Service Establishments, without outdoor storage
Restaurant
Trade Schools
Warehouses restricted to outer areas of PUD
Wholesale establishment
Economic and Market Analysis
The applicants Narrative Statement states The development of the property as a

commercial center, as encouraged in the Comprehensive Plan, will allow operation of
retail, office, and restaurant facilities, providing an enhanced tax base compared to that
provided by the flex/warehouse/office utilization allowed under the existing Industrial
zoning. Plus, the market to be served by the project will include the local residents
living within walking distance of the property as well as workers in the adjoining
Lineweaver Industrial Park. Additionally, the location of the property along the Meetze
Road exit off the Eastern Bypass will provide retail visibility and easy access for traffic
travelling along the Eastern Bypass estimated by VDOT to exceed 40,000 trips per day.
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October 18, 2016
The Zoning Ordinance requires, at time of submittal, that each rezoning application
include information about the market area to be served by the proposed development if
a commercial use, including population, effective demand for proposed businesses
facilities, and any other information describing the relationship of the proposed
development to the needs of the market area. This information is then analyzed in the
Public Hearing as part of the Zoning Ordinance Criteria for Consideration of Zoning Map
Amendments under 11-3.9.12:
Whether the rezoning will be compatible with properties and uses in the vicinity and
not have an adverse impact on these properties or their values.
Whether there are adequate sites available elsewhere in the Town for the proposed
use, or uses, in districts where such uses are already allowed.
Whether the proposed rezoning encourages economic development activities in areas
designed by the Comprehensive Plan and provides desirable employment and
enlarges the tax base.
Whether the proposed rezoning considers the current and future requirements of the
community as to land for various purposes, including housing and business, as
determined by population and economic studies.
In response to the submittal requirement for market information, the applicant provided a
January 9, 2006 REMI Economic Impact of Shopping Center Developments Final Report
(Attached). The applicant stated: The information used to develop the Economic Impact
Model remains relevant and informative. While it has not been updated since originally
done, it constitutes a valid analysis upon which to conclude that there will be fiscal
benefits to the community. It is not related to or derived from regional shopping centers,
but rather is data related to lifestyle centers in suburban locations. This is the kind of
development that the applicant seeks. What the Town appears to request is that the
applicant perform a market study of uncertain scope assessing the state of the
Warrenton/Fauquier market. Such studies are very costly, and with due respect for those
who prepare them, would not produce reliable information as to what users might choose
to locate at the project, what the market demand for those users might be, and what
impacts can be expected from a given user. Nor would such a study shed light on
potential economic impacts. The applicants Narrative further clarifies their position by
stating development of the property consistently with the I-PUD zoning will result in the
construction of a substantial commercial/industrial area that, though impossible to detail
at this time because the actual mix of uses is not guaranteed, will have a positive impact
on the Towns economy and on its tax base. It is believed that the mix of uses provided by
this development will encourage area residents to patronize businesses within the Town
by providing uses that currently do not exist in, or near, the Town of Warrenton. Only
some 116 dwelling units are proposed, making the proposal a predominately
commercial/mixed use project, the revenues from which will offset any costs that the
Town may incur in the provision of public services, most especially for police, and public
utilitiesThe potential market area for the development is likely regional in nature than
some other developments in the Town either present or proposed, but will still contain the
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October 18, 2016
neighborhood serving retail and other noncommercial services, including a planned

substantial recreational/entertainment component.
Based on the REMI numbers, and adjusted to 175,000 square feet, the applicant estimated
that the non-residential component of the project will create an estimated 133 jobs during
development/construction with a Gross Regional Product impact of $16 million, and an
addition of $6 million to the local real disposable personal income. Further, the applicant
put forth that continuing operations of the project during the first year after construction
would be expected to add 325 jobs and provide first year annual economic output of $47
million with an estimated increase in Gross Regional Product of $28 million and an
increase in local real disposable personal income of $8 million.
The applicant also offered that according to the National Multifamily Housing Council
and the National Apartment Association, the construction of 116 multifamily residential
units would contribute over $20 million to the area economy annually in the form of
combined direct and indirect expenses connected with construction, operations, and
residents spending, as well as support 126 construction jobs. Once the units are occupied
the applicant believes expenditures by the residents would support 46 jobs both directly
and overall in the community, and contribute in excess of $4 million annually to the local
economy.
In July the applicant provided further analysis for the potential of fiscal and economic
impacts of the proposal. Assuming 180,000 square feet of commercial/retail/industrial
space, 116 dwelling units, and the associated assumptions of sales levels and tax rates,
the applicant calculated:
Town of Warrenton Fauquier County

Real Estate Taxes $9,500 $740,000
F F & E Taxes $40,500 $106,000
Business License Tax $31,000
Meals Tax $880,000
Sales Tax $530,000
Total Annual Revenue $961,000 $1,376,000
Staff expressed to the applicant that additional questions might arise during the review
process pertaining to the specific potential economic impacts, positive or negative, to the
Town and the surrounding neighborhoods. That said, the Town recognizes building a
robust economy requires attracting companies that provide quality jobsthat is, jobs that
provide wages that spur and support other industries, such as restaurants, retail and
professional services. Increasingly, attracting companies means attracting (and retaining)
the workforce they need. Talented young professionals are in high demand, as are the
places these professionals choose to live, work, and play. They seek to work in an
environment where they can recreate, shop and live in close proximity to their work.
Having spaces that meet these needs makes Warrenton attractive to more companies, and
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October 18, 2016
builds the potential of retaining our youth and employing area residents within our own
community.
The development proposed by the applicant appears to offer an opportunity to provide

companies what they are looking forthe potential for Class A office to meet
their space needs; and condos and apartments with on-site amenities to meet the desires
of their employees. The potential for grocery, dining and entertainment within walking
distance, complemented by communal green spaces, create a desirable location for both
companies offering quality jobs and their employees.
Transportation
The applicant prepared a Traffic Impact Analysis (TIA) for the rezoning request which
was reviewed by Town staff, the Towns transportation consultant Kimley Horn, and the
Virginia Department of Transportation (VDOT). The TIA assumed the site would be
developed in two (2) phases, with the first phase completed in 2018, and the second
phase completed in 2019. At full build out the assumption was:
21,000 square foot bowling alley

35,000 square foot multiplex movie theater
37,356 square feet office space
55,967 square feet of retail space
33,550 square feet of restaurant space
116 apartment units
The property was analyzed assuming three access points along Walker Drive and one
access point along Academy Hill Road.
Highlighted parameters of the TIA scope included:
Study Periods Existing, Phase 1 (2018), Phase 2 (2019), and six years after
completion (2025)
Study Hours Weekday evening and Saturday midday peak hours
Intersections to be included in the analysis:
o Walker Drive and Academy Hill Road
o Walker Drive and Breezewood Drive/Existing Office Building Access
o Walker Drive and Hidden Creek/Site Access B
o E. Lee Street and Falmouth Street
o E. Lee Street and Walker Drive
o E. Lee Street/Meetze Road and U.S. 29 Bypass southbound ramp
o Meetze Road and U.S. 29 Bypass northbound ramp
o Walker Drive and Site Access A
o Walker Drive and Site Access C
o Academy Hill Road and Site Access D
Annual Growth Rate 1%
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October 18, 2016
Background included the approved yet to be developed Warrenton Crossing and

Walker Drive by-right developments.
The summary of the TIA allocates 11,751 net new trips associated with the trip
generation rates total for the subject site. The 2015 existing peak hour traffic volumes
state an annual average daily trip (AADT) of 4,480 on Walker Drive between
Breezewood Drive and Hidden Creek Lane.
The maximum capacity question of roads is looked at in terms of Level of Service. A

being the best with free flow traffic; F being the worst with traffic at a standstill. 2015
Levels of Service at peak hours are A and B for intersections along Walker Drive, with
the exception of the intersection between Walker Drive and E. Lee Street. At this
intersection, LOS ranges from A to C depending on the turning movement. In 2025 the
total peak hour traffic volume on Walker Drive between the proposed Site Entrance A
(closest to E. Lee Street) and E. Lee Street is 14,340 AADT, according to the TIA. The
Level of Service of Walker Drive in 2025 varies from A to F depending on the turning
movements and intersection. The neighborhoods on the west side of Walker Drive have a
LOS turning movements between A and B onto Walker Drive at peak hour Saturday PM
with a proposed signal at the Site Entrance A.
The result of the TIA as it relates to this application is for three intersections to be
signalized by the completion of this project and left and right turn lanes be provided on
Walker Drive. The locations of the signals included:
Walker Drive and Site Entrance A

Meetze Road and northbound ramp U.S. 29 Bypass
The applicant, staff, transportation consultants, and VDOT continued to work together to
address walkability, access to and within the site, and roundabouts as opposed to signals
at intersections to allow for the continuous movement of vehicles. The Comprehensive
Plan supports all these concepts as does VDOT. Specifically, the Comprehensive Plans
goals associated with the transportation include:
1. To encourage the development of a safe, efficient and multi-modal transportation

system for the movement of people, goods and services , in and around the Town,
that is consistent with the historic fabric, land use pattern and expected future
fiscal needs of the Town.
2. To create a transportation system that is sufficient to accommodate anticipated
land use changes and be coordinated with transportation elements of the adjacent
Warrenton Service District in Fauquier County.
3. To create transportation system improvements that are consistent with a sound
fiscal policy and supported by reasonable contributions from private developers
for a share in improvement costs.
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October 18, 2016
4. To balance the needs of all modes of travel, including motor vehicles, bicycles
and pedestrians, and ensure that each system supports the Towns land use,
economic and preservation goals.
The applicant proffered to install crosswalks at controlled intersections and bicycle racks
within the development. The Master Development Plan proposes a 5 sidewalk on the
frontage of Walker Drive. In addition, if a future traffic signal warrant study finds signals
are needed at the three TIA identified intersections, the applicant proffered to provide the
pro-rata share towards the construction of such signals. Further, the applicant proffered
the intention to install a signal at Site Entrance A at their sole expense in the first phase of
development. Finally, the applicant proffered the following turn lanes:
200 left turn lane southbound approach of Walker Drive at Walker Drive and E. Lee
Street.
Left and right turn lanes on Walker Drive at Site Access Points A and B.
Two lane approaches for the exiting movements from the site.
The applicant has declined to 1) expand the proposed 5 sidewalk into a 10 multi-use
trail (see Parks and Recreation section below); 2) provide a southbound left turn lane on
Walker Drive at the existing office access entrance opposite Breezewood Drive; and 3)
entertain the possibility of roundabouts arguing them to be cost prohibitive based on a
Roundabout Study produced by the applicant. As the subject parcels are located adjacent
to a gateway into the Town and existing neighborhoods, as well as proposing a mixed-use
designed to attract regional visitors, the treatment and design of transportation remains a
crucial component of the application.
These are outstanding issues requiring further discussion.
Water & Sewer
In 2002 the Town initiated an evaluation of the water and wastewater system assets to
provide a Master Plan for future development demands to ensure adequate resources to
serve the Town and its committed out-of-town customers. The study was conducted by
Whitman, Requardt, and Associates, the Towns water/wastewater consultant, and
involved looking at historical consumption, approved site plans, the zoning of vacant
properties, limited redevelopment and the vacant out-of-town properties which the Town
has a commitment to provide service. The initial study was conducted in 2002 with
updates in 2006, 2010, and 2015. To project the future demands of vacant properties the
following demand factors were used:
Equivalent Residential Connections 300 gallons per day (gpd)

Commercial & Industrial 700 gallons per day per acre (gpd/acre)
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October 18, 2016
The result of the 2015 study projected the demand on the Towns utility assets at build-
out to be:
Water:
92% committed current asset minus 300,000 drought reserve
80% committed current assets including drought reserve
71% committed current assets plus drought reserve plus well #3
Sewer:
106% committed (DEQ requires a plan of action when flows exceed 95% of
the rated capacity of the 2.5 million gallons per day
wastewater treatment plant).
The Walker Drive property is currently zoned Industrial with a water sewer allocation,
based on the 700 gpd/acre factor used in the studies, of 32 acres X 700 gpd totaling
22,400 gpd. The proposed development based on the rezoning request projects a utility
demand of 105,757 gpd. This places an unaccounted additional demand of 83,357 gpd.
The impact on the Town utility assets is as follows:
Water:
96% committed current asset minus 300,000 drought reserve
84% committed current assets including drought reserve
74% committed current assets plus drought reserve plus well #3
Considering all assets the increased demand for water is not a critical issue.
However, this is a serious issue with the DEQ trigger as stated above at 95%. The
wastewater treatment plant (WWTP) has a restrictive covenant limiting the capacity at
the current permit limit of 2.5 mgd. Even with a future removal of the covenant the
current nutrient discharge pound limitation will not be increased due to Chesapeake Bay
restrictions. Thus, any approval for use over 22,400 gpd needs to include a mitigation of
sewer to insure no WWTP permit violation.
This applicant, when considering rezoning has questioned the 700 gpd/acre factor in the
past stating that it is not realistic. Yet, the historical and current usage of Town of
Warrenton industrial zoned properties are well within the factor. In fact, the 700 gpd also
refers to commercial properties and again the historical and current usage of developed
commercial properties in town is within the 700 gpd/acre.
The Town has a 3 year Capital Improvement Project (UD 17-003) to abate Inflow and
Infiltration (I&I) funded at $2,400,000 with the objective of recovering 200,000 gpd
WWTP capacity. With the project meeting its objective, the commitment of sewer assets
at build-out is still projected to be 98%. Thus, additional effort will be needed to reduce
below the 95% Virginia Department of Environmental Quality (DEQ) permit trigger.
Based on the project it is estimated that the cost to abate 1 gallon per day I&I is
$12/gallon.
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October 18, 2016
To better understand the projected sewer build-out, the table below illustrates in the left
hand column the projected build-out as accounted for in the study which looked at the by-
right zoning at build out. The middle left column illustrates the sewer capacity with the
I&I abatement. The right middle column illustrates the sewer capacity assuming the I&I
abatement with the rezoning proposal above the by-right capacity assigned to the site.
The right column represents the same as the right middle but with a 25% reduction in
sewer needs for discussion purposes. In all cases, the most important aspect of the chart is
the green line which represents the 95% the Town must be under for DEQ. Without the
rezoning, the Town is continuing to work on I&I to come from 98% to under the 95%
trigger. With the rezoning, the Town will be operating between 100% 102%, well
above the 95% trigger.
Therefore, it is recommended that the additional sewer demand be addressed in a proffer

to the Town of Warrenton Utility at the $12/ gallon times 83,357 gpd for a total amount
of $1,000,284. This amount is in addition to the utility availability fees. The schedule of
fee collection is subject to negotiation in proffer language.
Mixed Use developments are generally envisioned to provide public gathering spaces.
The applicant is proposing, as required by the Zoning Ordinance, a central plaza area on
the Master Development Plan and has proffered a play fountain as well as bicycle racks
in locations within the Property. The Comprehensive Plan did not envision this type of
PUD development and, as such, did not contemplate parks facilities specific to this site.
That said, the Town of Warrenton Academy Hill Park is located 1,000 west of the site on
Academy Hill Road and features a baseball field.
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October 18, 2016
Staff worked with the applicant on the idea of accommodating pedestrians and bicyclists.
As stated above in the transportation section, the applicant proffered to install pedestrian
crosswalks at all controlled intersections. One remaining outstanding issue is the desire to
have a 10 multi-use trail with 2 shoulders provided along the Walker Drive frontage of
the site. The Comprehensive Plan calls for a proposed greenway along Walker Drive
(Map 3-81) and is further reaffirmed as a trail in the Comprehensive Plan 2013
Supplement as a medium/long term linkage recommendation (Fauquier Warrenton
Bicycle and Pedestrian Loop Completion Master Plan Prioritization Map; page 66). The
recreation objectives state:
To promote the creation of a system of greenways along streams and other linear
features to include bicycle and pedestrian paths and to connect Town and County parks
and schools.
Town staff believes this rezoning would result in a large number of residents wanting to
access the site through the modes of walking and bicycling. For safety reasons and future
connectivity to the Countys Whites Mill Trail, a multi-use trail would be most
appropriate. The Whites Mill Trail and Academy Hill Extended bridge bicycle and
pedestrian improvements are a priority for the County and are currently in planning
stages with the Town. In addition, a multi-use trail would provide a large portion of a
linkage to the communities on the east side of U.S. Route 29/15/17 to the Town.
The applicant has declined to provide a multi-use trail, instead opting for a 5 sidewalk.
In addition, the applicant proffered $40,000 for the purpose of trail construction within
the vicinity of the Property. While the proffer contribution is appreciated, constructing a
trail on the opposite side of Walker Drive would prove extremely difficult due to slopes
and existing development. This remains an outstanding issue for staff.
Police Department
The Town of Warrenton Police Department reviewed the proposal and has no comments
at this time.
Warrenton Volunteer Fire Company
The Warrenton Volunteer Fire Company provided a series of comments related to access
points, hydrants, addressing, and sprinkler and alarm panels. The applicant acknowledged
these comments and stated each will be addressed during the site plan review. The
Warrenton Volunteer Fire Company stated all traffic lights will need to comply with the
Town Opticom system to which the applicant proffered the condition.
Design Guidelines
The applicant provided Design Guidelines for the proposed development. The Guidelines
address building materials, architectural styles, street sections, and a public gathering area
design elements. As stated above, the Comprehensive Plan calls for a mix of
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October 18, 2016
development types and styles which are compatible with Warrentons historic, small town
character. The mix should be fine-grained so as to avoid large areas of single uses and
so as to create human-scaled neighborhoods. The Design Guidelines are a tool used to
help ensure future development is in keeping with the goals of the Town.
Staff and the applicant worked to try to find a balance between flexibility for future
development and protection for the Town on what the end product may look like visually.
The applicant clearly has stated the Master Development Plan is illustrative. However,
the proffers include substantial conformance with the Design Guidelines and a statement
that building materials:
may include steel, brick, stone, wood and/or glass, brick architectural block, real or
simulated wood stucco and/or glass, or a combination thereof, or similar materials
compatible with the commercial and multi-family and condominium residential
development as may be approved by the Zoning Administrator. Plain or painted concrete
masonry unit (CMU) block shall not be on the front or sides of any buildings. If any form
of siding is used it shall consist of Hardiplank Siding or equivalent as approved by the
Zoning Administrator. No metal buildings shall be permitted. The foregoing shall not
preclude use of other materials, solely for fascia, trim and other secondary building
elements.
As is stated in the Comprehensive Plan, the Town has a long standing goal of walkability
and future development occurring in a human scale. In order to achieve these goals,
careful attention must be given to the details of the built environment. One aspect of the
proposal that staff has raised with the applicant are the street section details which are
one of the few items in the Design Guidelines that are not illustrative but in fact proffered
to be in substantial conformance. The applicant proposes a street section with front-in
angle street parking as opposed to parallel parking found in historic downtowns and a
number of Town Center type developments in the region. It has been found that
parallel parking is more pedestrian friendly as the smaller width streetscape focuses more
on the people using the space than the cars. Two examples of this are located in
Gainesville. Virginia Gateway/Atlas Walk employs the front-in angle parking while
Virginia Promenade provides for parallel parking resulting in a very different end user
experience for the pedestrian.
Virginia Gateway/Atlas Walk, Gainesville, Virginia
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October 18, 2016
Virginia Promenade, Gainesville, Virginia
The applicant has indicated throughout the review process an interest in developing a
PUD that is in keeping with Peterson-type developments in the region. Below are
examples of several such projects that illustrate parallel parking.
Avonlea Loudoun County (Peterson Development) Fairfax Corner Fairfax (Peterson Development)
Reston Town Center Fairfax (RTKL and Sasaki Phase 1) Crosstrail Design Guidelines Loudoun (Peterson Development)
Staff continues to strongly believe that the urban design detail of the treatment of parking
is extremely important to the resulting overall pedestrian feel of the development. To
meet the goals of the Comprehensive Plan, parallel parking should be provided in the
streetscape. If the applicant will not consider parallel parking, then staff recommends the
angle parking be designed as back in. Studies have shown back-in parking provides
motorists with better vision of pedestrians, bicyclists, and other vehicles. It also removes
the risks associated with backing up into oncoming cars. Jurisdictions that have back-in
angle parking have found their accident rates drop significantly.
Additional concerns staff has raised with the applicant is that while the intention of the
Design Guidelines appears to be positive, there are many areas where the intention is
listed as illustrative or not proffered. Therefore, there are no guarantees as to the
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October 18, 2016
specifics of a future site plan, nor any enforcement mechanisms for staff to implement.
For example, a public gathering area, or Central Plaza, is provided with amenities like
outdoor seating, benches, fire pit, and stage area. However, only a fountain is proffered.
The rest may be included. Likewise, the required 20,000 square foot Central Plaza or
public gathering area is illustrative on the Master Development Plan and not included as a
use in any of the land bays. This is discussed more in the next section.
Landscaping and Central Plaza
The legislative intent of Article 8 (Landscaping) is to regulate the planting and

preservation of landscape materials; to promote the general health, safety and welfare of
Town citizens; to facilitate the creation of an attractive and healthy environment; to
protect property values; and to further the urban design, economic development and
other goals and objectives of the Comprehensive Plan. To this end, the Zoning Ordinance
requires:
Landscaping along street

Landscaping in and around parking lots
Visual screening around storage areas, loading areas, exposed machinery, satellite
dishes, trash dumpsters, detention ponds, and temporary storage areas on construction
sites.
Buffer Yards for residential uses (double staggered evergreens or a 6 foot
fence/wall/berm with interspersed evergreen plantings)
The conservation of Heritage and Specimen Trees
The retention and replacement of trees, tree protection zones
The application submitted includes a Master Development Plan Conceptual Landscape

Plan and a proffer to install buffers and landscaping in substantial conformance with the
Master Development Plan. The applicant has also proffered a 30 wide landscaped area
along East Lee Street, to include landscaping and berming determined at Final Site Plan.
With these proffers, landscaping for this site will have to include:
Landscaping in and around parking lots.

Interior Landscaping: 1 tree/3 shrubs per 8 parking spaces and an area equal to or
greater than ten (10) percent of the paved area for parking.
Perimeter Landscaping:1 tree/3 shrubs per 50 feet of frontage and 5 foot wide
planting beds.
Street Tree Landscaping:1 tree/3 shrubs per 50 feet of frontage and 8 foot wide
planning beds.
30 wide landscaped area along East Lee Street
15 Buffer Yard between the Parcel 6984-74-5565-000 (north of OTAC II) and the
single family residence on 341 Academy Hill Road.
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October 18, 2016
No Heritage or Specimen Trees have been identified for the properties. The applicant has
not proffered to retain any existing trees or create any tree protection zones. In general,
the Zoning Ordinance requires a specific number of trees and shrubs to provide a
continuous landscaped area, with fairly narrow planting beds. Article 8 of the Zoning
Ordinance does not have any specific landscaping requirements for public gathering areas
(Central Plaza), but they are mentioned within Article 3-5.2.10.4, which states:
Design guidelines for the areas surrounding the Central Plaza shall be required at the
time of concept plan approval. Such design elements may include mixed-use buildings
surrounding the plaza with a consistent/cohesive design theme or character; buildings
with classical proportions or signature style consistent with the Central Plaza or the
promenade; and shall include sidewalks that are a minimum of five (5) feet in width and
streetscape that includes plantings and street furniture. The streetscape shall provide
features such as benches, lamp posts, kiosks and transit shelters, where appropriate.
The applicant has proffered that the development of the property shall be in substantial
conformance with the submitted Design Guidelines, subject to modification. These
Design Guidelines show illustrative landscaping and design elements, within which the
applicant has proffered a play fountain and bicycle racks. The public plaza or central
plaza, while required in the Zoning Ordinance 3-5.2.10.4, is not included in any of the
calculations of a specific land bay of the Master Development Plan, nor is it proffered to
be provided at any specific phase of the development. The Zoning Ordinance simply
states The Central Plaza and remaining open space shall be constructed and improved
at an equivalent or greater rate than the construction of any residential structures.
Relationship between Documents
The applicant submitted a Narrative Statement outlining the rezoning request and the
rationale behind it, a Master Development Plan containing plats, a set of Design
Guidelines, proffers, and other backup materials. It is important to note that many of the
assertions made in the Narrative are in keeping with the Towns goals, yet are not
guaranteed to come to fruition in the other documents. The applicant has been very
forthcoming in acknowledging that through sufficient investigation [they] believe
reasonably that there is a demand for land zoned for a mix of industrial, residential, and
commercial uses that is proposed for the site under the I-PUD zoning and Master
Development Plan. However, the applicant does not know which users and uses may
occupy the development. The Master Development Plan clearly states improvements
within land bays are illustrative. The applicant also has indicated that the phasing relates
to the approach conducted during the Traffic Impact Analysis and not phasing related to
future construction. In addition, the applicant is proposing general uses with maximum
square footage per land bay. Deliberations of the proposal in relationship with the
Narrative Statement, Master Development Plan, proffers, and Design Guidelines should
keep this mind.
26
October 18, 2016
Proffers
The applicant submitted a proffer package for consideration with the rezoning
application. The purpose of proffers is to serve voluntary conditions and restrictions of
the subject property submitted by the applicant as part of the petition to rezone a
property. Proffered conditions may vary from property to property based on the
circumstances of each site. As this application was officially accepted by the Town on
June 30, 2016, it is not subject to the new state proffer law that took effect July 1, 2016.
Proffers are a critical part of this application to have resolved prior to a public hearing.
The Zoning Ordinance 11-3.9.17 requires proffers be submitted prior to advertising for a
Planning Commission public hearing. The Ordinance further states:
Additional conditions may be proffered by the applicant during or subsequent to the

public hearing before the Planning Commission, provided however that after proffered
conditions are signed and made available for public review and the public hearing before
the Town Council has been advertised (whether or not jointly held with the Planning
Commission) no change or modification to any proffered condition shall be approved
without a second advertised public hearing thereon.
The latest proffers, dated September 27, 2016, include substantial conformance with the
Master Development Plan sheets 1, 2, and 3 only. Sheets 4, 5, and 6 are illustrative.
Concerns have been raised on the wording of some of the proffers. Proffers, by
definition, are voluntary provisions provided by the applicant. Proffers are self-imposed
limits on the development of the property and should not infringe on the Towns right
and need to govern itself through allowable land uses, required state and local
regulations, and land use development processes.
For example, the Zoning Ordinance states in 11-3.9.17.15 Change of Approved

Conditions Once proffered conditions have been approved, and there is cause for an
amendment which would not be in substantial conformity with them, then an application
shall be filed for an amendment of the proffered conditions.
As proffers should not establish commitments for the Town, the following proffers need
further discussion to determine if the Town is comfortable with the wording as it pertains
to future processes:
5.1. Development on the Property shall be substantial conformance with the design
guidelines entitled Walker Drive Properties Rezoning Design Guidelines, dated April
15, 2016, last revised July 15, 2016 (hereinafter, the Design Guidelines), subject to
minor modifications made in connection with site/subdivision plan review. More
substantial modifications to the Design Guidelines may be approved by the Planning
Director, provided that the Director determines that any such modification represents an
improvement to the overall quality of the development beyond that depicted in the
Design Guidelines.
27
October 18, 2016
6.1. In order to insure high quality construction of new buildings on the Property,
building materials may include steel, brick, stone, wood and/or glass, brick, architectural
block, real or simulated wood stucco and/or glass, or a combination thereof, or similar
materials compatible with the commercial and multi-family and condominium residential
development as may be approved by the Zoning Administrator. Plain or painted concrete
masonry unit (CMU) block shall not be used on the front or sides of any buildings. If any
form of siding is used it shall consist of Hardiplank Siding or equivalent as approved by
the Zoning Administrator. No metal buildings shall be permitted. The foregoing shall not
preclude use of other materials, solely for fascia, trim and other secondary building
elements.
Before the proffer package is finalized, all parties should be well aware of the use of
words like may and shall, as well as how and when voluntary proffers are, or are not,
triggered. The current proffers in several places refer to Phase One of the development
yet the applicant has indicated the phasing was for the purposes of the Traffic Impact
Analysis only. The Planning Commission will benefit from a full review of the proffers
to understand the voluntary conditions.
Finally, the Zoning Ordinance 11-3.9.17 requires any final set of proffers to be annotated
with the following statement signed by the owners of the subject properties: We hereby
voluntarily proffer that the development of the subject property of this application shall
be in strict accordance with the conditions set forth in this submission unless an
amendment thereto is mutually agreed upon by the Town Council, and the undersigned.
This shall need to be completed prior to public hearing as detailed above.
III. ATTACHMENTS
I. Applicant Narrative Statement: April 15, 2016

II. Applicant Proposed Design Guidelines: September 27, 2016
III. Applicant Proposed Proffers: September 27, 2016
IV. Applicant Economic Impacts Statement: April 15, 2016
V. REMI Economic Impact Study: January 9, 2006
VI. Applicant response to staff comments: September 29, 2016
VII. Applicant Roundabout Study: September 12, 2016
VIII. Review Agency Comments
a. Comprehensive Plan
b. Zoning
c. Kimley Horn
d. VDOT
e. Public Works & Utilities
f. Parks and Recreation
g. Warrenton Police
h. Warrenton Volunteer Fire Department
IX. Applicants Proposed Master Development Plan: September 19, 2016
28

Warrenton Planning Commission Packet 2-21-2017

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AGENDA

February 21, 2017

1) Call to order and establishment of a quorum.

January 17, 2017

Election of Chair and Vice-Chair

Meeting adjourned at 9:26 PM.

Minutes submitted by Karen Kowalski.

Minutes were approved on ____________________.

TO: Planning Commission

FROM: Brandie M. Schaeffer

A. Applicant John C. McAuliff

Bed & Breakfast Existing Proposed

III. Planning Commission Review

IV. Staff Recommendation

Staff: Kelly Machen

3. I move an alternative motion.

SUP 2016-06, Chilton House Bed and Breakfast

SUP 2016-06, Chilton House Bed and Breakfast

SUP 2016-06, Chilton House Bed and Breakfast

SUP 2016-06, Chilton House Bed and Breakfast

SUP 2016-06, Chilton House Bed and Breakfast

The proposed use will provide opportunities for employment and

The applicant has stated that, the dwellings and grounds

SUP 2016-06, Chilton House Bed and Breakfast

Water and Sewer

SUP 2016-06, Chilton House Bed and Breakfast

the right-of-way line to insure proper functioning.

Landscaping and Noise Mitigation

Lighting and Signage

SUP 2016-06, Chilton House Bed and Breakfast

Parks and Recreation Department

SUP 2016-06, Chilton House Bed and Breakfast

TO: Planning Commission

A non-functioning SWM/BMP facility is located approximately in the center of the proposed

Staff: Brandie M. Schaeffer

II. Suggested Motions

ZMA 2016-01, Walker Drive Rezoning

ZMA 2016-01, Walker Drive Rezoning

ZMA 2016-01, Walker Drive Rezoning

ZMA 2016-01, Walker Drive Rezoning

Long Range Future Land Use Map

North Animal Clinic Light Industrial Industrial

South Residential Low Density Residential R-15

East Highway, Church, Residential Fauquier County R-1

Comprehensive Plan Analysis

ZMA 2016-01, Walker Drive Rezoning

ZMA 2016-01, Walker Drive Rezoning

Town Design Analysis

Specifically, the Comprehensive Plan states:

ZMA 2016-01, Walker Drive Rezoning

- relatively narrow street widths,

ZMA 2016-01, Walker Drive Rezoning

ZMA 2016-01, Walker Drive Rezoning

3-5.2.1.2 Commercial or Industrial Planned Unit Development

ZMA 2016-01, Walker Drive Rezoning

ZMA 2016-01, Walker Drive Rezoning

Natural Environment Analysis

ZMA 2016-01, Walker Drive Rezoning

incorporation of environmentally sensitive development techniques, improvement of air quality, identification of

ZMA 2016-01, Walker Drive Rezoning

Transportation and Circulation Analysis

21,000 square foot bowling alley

ZMA 2016-01, Walker Drive Rezoning

Highlighted parameters of the TIA scope included: