NATICK — Where Wonder Bread was once baked, 220 luxury condominiums will soon rise, just steps from an expanded Natick Mall. Town meeting members approved the necessary zoning changes with unusual speed in October, undoubtedly with an eye toward the millions of dollars that Natick will reap from tax revenues and mitigation payments. But fear may have also been a factor. Some voters are haunted by South Natick Hills, where a proposal for a country club and over-55 housing was blocked by town meeting only to be replaced by one of several ambitious housing proposals that may be impossible to fight because of the state’s anti-“snob zoning” law, Chapter 40B.

“People had the NIMBY mindset,” says town meeting member Ken Goldman. “They thought that if they pushed hard enough, nothing would get developed. The reality is that, of course, it will be developed by someone.”

Part of the NIMBY mindset can be attributed to the fear that new housing could mean new burdens on the town’s public school system, a risk that Goldman says is associated with just about any residential development. “But it’s a slight risk with this one,” he says, referring to the Natick Mall condos, “as opposed to 220 single-family homes. I think the town meeting members thought that this met the balance between developing enough to keep things vibrant [and] making the town wall-to-wall people.”

As for increased traffic? “Two hundred and twenty cars? That’s not even a sale at Filene’s,” he says.

Referring to the dense area around Routes 9 and 30 that encompasses the Natick Mall and Shopper’s World in Framingham, planning board chairman George Richards III says the proposed condo would be “the first time that housing has been allowed in what is called the ‘golden triangle.’” Besides the new homes, the town has also approved a plan for more retail space on a parcel of land occupied by a Wonder Bread factory from 1964 until its closing in 1997.

In many ways, the condo development, still unnamed at press time, fits the definition of “smart growth,” a concept that has strong state support but has been a tough sell to many Bay State communities. (For one example in Kingston, see “Growth Smarts,” Town Meeting Monitor, CW, Winter ’03.) General Growth Properties, the development company that owns the existing Natick Mall, points to the large number of units that it will build on just two acres, calling the project an anti-sprawl measure.

Smart Growth Alliance president Kristina Egan isn’t ready to give that, or any other project, her seal of approval, but she says that “building compactly is one element” of sprawl fighting. “The location of the development is the main indicator of whether a project is smart growth,” she says. In terms of the site they would occupy, the Natick Mall condos would seem to pass muster, as they will be built on industrial land that has been empty since Wonder Bread’s departure. Access to public transportation, however, is not one of the project’s strong points. The nearest commuter-rail stops, at Natick and West Natick, are each more than a mile away, and the MBTA does not provide bus service to the town. A town-operated bus seems geared toward retail workers and daytime shoppers, as the last bus to the mall leaves the Natick train station at 4:25 p.m.

Smart growth or not, one of the reasons town meeting members give for supporting the condo project, and allowing 120-foot buildings in an area zoned with a height limit of 80 feet, is that it is not likely to lead to growth in public school enrollment. (In November, Gov. Mitt Romney signed legislation directing the state to reimburse communities for increased education costs associated with housing development, but only in formally designated smart-growth districts.)

But Aaron Bartels, senior director of development for General Growth Properties, says the new units will be marketed to empty nesters and childless professionals who want to live in Natick without the expense of a single-family house. According to Bartels, 95 percent of those who have placed deposits for the condos have no children living at home.

And General Growth doesn’t seem to have any problem finding prospective buyers for the units, even though they won’t be completed until after the addition to the mall is opened for business in late 2007. Bartels says that 250 people have already put down $1,000 refundable deposits for the condos, which will cost “from the high $300,000s to over $1 million for a penthouse.” The heart of the $100 million project will be two 120-foot residential towers; project spokesman Ernie Corrigan says some units may also be placed above a parking lot. Each condo owner is slated to get two parking spots.

Some town meeting members say they trusted that the planning board had gotten the town a good deal after months of negotiation with the mall’s owners. “The revenue helps our tax base,” says town meeting member Jeanne Williamson Ostroff. Indeed, thanks to the new condos and retail space, the mall’s current $2.2 million annual municipal tax bill is expected to double.

he deal worked out by the planning board also calls for the developer to pay almost $12 million for mitigation of the condos’ effects. The first $1 million will help beef up police and fire protection for the area’s new residents. Between $8.8 million and $9.3 million will go toward 35 and 48 affordable housing units, with prices ranging from $150,000 to $190,000, depending on whether General Growth puts them onsite or elsewhere in town. The planning board is providing a financial incentive for the developer to build them off-site— ideally, downtown, where residents would have more transportation options. (There’s also a $1 million payment to next-door Framingham, which sued to stop the retail expansion. The town backed off when General Growth agreed to pay the money for traffic and sewer improvements. One person involved with the negotiations quips that the terms were, “if you mitigate, we won’t litigate.”) The final $1.8 million will go to the Natick Open Space Fund, which is used to buy land and protect it from development.

The payment to the Open Space Fund came up late in the negotiations, and such a contribution had never been demanded from a residential developer in Natick before. Retail developers have paid $20 per square foot into the fund, and the town initially asked the same rate for the condo development, much to Bartels’s surprise. General Growth had been expecting the demand for affordable housing, but Bartels says, “We felt strongly that we couldn’t support the full [Open Space] payments and still make the project viable.”

But the town’s planning board was insistent, and threatened to recommend a “no” vote on zoning changes without the payments. “Natick is relatively built out,” says planning board member Julian Munnich. “We’re only 16 square miles, and much of that is taken up by lakes, streams, and things like the Mass Turnpike. We need the growth, but we have nowhere to put it.”

Munnich says directing payments to the Open Space Fund is a variant of transferable development rights, a concept that is rarely applied in MetroWest towns. “It’s a planning concept by which we allow development in one area in exchange for leaving other areas open or of low density,” he says. “So we allow for higher density in areas like Route 9 in exchange for these payments, which will fund keeping open space in other areas of the town.”

The two sides eventually reached a compromise of $10 per square foot for the condo project, along with the $20 rate for the retail expansion. “It seemed like a reasonable discount,” says planning board chairman Richards. (The payment resulting from the addition to the mall will total $4.4 million.)

Some may marvel at the ability of the town to squeeze more money from the developer, but Bartels puts the best face on the agreement, saying, “What we came up with was a mutual compromise for both sides.” Of course, the fact that General Growth was already accepting deposits for the unbuilt condos may have made the developer more willing to negotiate.

hen the article of zoning changes came up at town meeting on October 27, it was quickly, and nearly unanimously, approved. (A November 17 planning board meeting, when components of the Natick Mall project were approved, didn’t attract a single resident.) Instead, much of the October meeting was spent talking about another project—one that never got off the ground, but may have been a precursor to a host of developments that may be, from the local perspective, even less savory.

Goldman was one of several town meeting members who rose to remind people of South Natick Hills, and the lesson he thinks should be drawn from it. Four Seasons, the would-be developer of an age-restricted housing community and country club on that site, gave up after the project became deadlocked in town meeting. But neither that nor the approval of the Natick Mall condos was sufficient to keep the development wolves from Natick’s door. “Now we have something far worse going there,” said Goldman, referring to a 300-unit housing complex now being proposed for the site.

By promising to include affordable housing, the new developer, Pulte Homes Co., is taking advantage of Chapter 40B, the state law that overrides most zoning restrictions in towns where less than 10 percent of the housing stock is deemed affordable. In Natick, only about 5 percent of housing units meets that criterion. (At press time, a dispute over whether hearings on the South Natick Hills project were properly scheduled by the town was pending before the state Housing Appeals Committee. The developer claimed that the town’s failure to schedule timely hearings means that the project can go ahead without local approval.) At the same time, the town was in court trying to stop or reduce the size of two other proposed 40B projects: the Cloverleaf Apartments, a 183-unit complex to be built on the other side of Speen Street from the Natick Mall; and a Grant Street project that would cover 55,000 square feet. As if this weren’t enough activity, the Trask development company proposed yet another 40B project in November. Hunters Hill would include 300 units on South Main Street, less than a mile from South Natick Hills.

“There is nobody who likes the 40B project at South Natick Hills because while we understand the need for affordable housing, the density is so high and the risks are so high for increasing the school load,” says Goldman. “People are just looking at it, saying this is the worst of all bad alternatives.” In contrast, he says, the Four Seasons proposal was “the least offensive” way of developing the site.

Not everyone in town agrees. “What is being offered isn’t necessarily worse at all,” says Munnich. “What had been first proposed is exactly what ‘smart growth’ is supposed to oppose: sprawl. It was 50 acres being chewed up with what was purported to be high-end housing, but was really a hodgepodge of townhouses spread across a countryside. The proponents called it a country club and sports facility, but really it was a large commercial banquet and event facility masquerading as a sports club. The traffic generation numbers absolutely overwhelmed what this current proposal is putting forth.”

While the current South Natick Hills proposal still draws some grumbles, the Natick Mall condos were more widely supported, in part as a way to chip away at Natick’s 40B deficit—and perhaps head off more projects like South Natick Hills. Ironically, the relative lack of controversy may be due to its location at a sprawling, upscale retail center with little public transportation, rather than in the center of town.

Still, some town meeting members are now wondering whether some issues didn’t get enough discussion. “The mall is addressing some of the traffic issues in the area, but not the Oak Street intersection with Route 9, which is near where I live,” says Ostroff. Similarly, no questions were asked in October about what the condos will mean for the school system. Bartels says the impact will be negligible: “There have been several studies that have shown these kinds of condos attract people who are not going to add children to a school system.” But Goldman is not totally sold on this reasoning.

“The question could have been raised whether people who live in traditional detached housing in Natick would move into these condos, meaning that their houses would turn over, causing an increase in the school load,” says Goldman. “That would have been a more important thing to talk about than the traffic. It’s something that Natick is nervous about, because the schools have a capacity issue.”

Munnich worries more that, by attracting new residents who have no children to send to the Natick schools, the town has planted a ticking civic time bomb in its midst. “They will not be putting their kids through the schools,” says Munnich. “They are less likely to think that parks and recreation is an important part of the budget, or to turn out for a town election unless it is a straight tax vote. They are less likely to support a Proposition 2 1/2 override to build a new high school. If we built four or five more of these, we might have to start asking about the less comfortable social issues of the town, and have some conversations that could be very awkward.”

So it appears that condos are coming to the Natick Mall. What they will mean for the town as a whole remains an open question. But for the empty nester looking to live within steps of Nordstrom, they could be a dream come true.

Noah Schaffer is news editor of Worcester Magazine.