Three years after neighborhood activists banded together to fight a development among the woods of Lake Falls in North Baltimore, the first homes are cropping up and new neighbors are moving in.

The community mobilization that reached a fevered pitch back then has quieted among residents of the stately Poplar Hills homes to the south and the smaller, older mill houses that once made up the village of Washingtonville along Falls Road.

In its place are sometimes bitter property and homebuilding disputes that seem to be inherent in new developments; lingering concerns about such issues as traffic congestion; and a feeling among some longtime inhabitants that their neighborhoods are shifting beneath them.

"To me, it's such a remarkable change from what it used to be. ... It really was farmland," says Leigh B. Middleditch, president of the Poplar Hill Association, which represents residents of the homes on the verdant hillside east of Falls Road just inside the Baltimore County line.

Developers of the new houses have made an effort to design their buildings to blend into what was once a rural mill village, a part of the Jones Falls Valley known as Cow Hill-Washingtonville that historic preservationists consider a treasure. But the truth is that the homes are new and big, says Wayne Nield, a historic sites consultant and installation artist who is a third-generation resident.

"Wherever these really oversized houses are being built, they're interrupting the vistas, they're dwarfing the historical structures that are right next to them," says Nield, who is trying to get the area on the National Register of Historic Places to curb development. "We had the sense of living in a village together. I don't have that sense now; it feels like a suburb."

For many homeowners in the more working-class mill houses along Falls Road, the change in landscape is overshadowed by a distinct shift in the character of their neighbors.

"I don't think they're going to associate with us," says Michele Clarke after a midafternoon swim in an above-ground pool in the back yard of one of the old Falls Road rowhouses. Her in-laws, Dot and Linwood Clarke, bought the narrow house 27 years ago for a little more than $20,000; it is now assessed at $116,000.

Now, luxury homes starting at just under $500,000 dot a new subdivision called Washingtonville Addition -- the one that provoked the community outrage -- just across the back alley from the Clarkes.

The 19-home subdivision on 9 1/2 acres was originally a project of Struever Rouse Homes, the residential division of developer powerhouse Struever Bros. Eccles & Rouse, but has been sold to Powers Homes. Two new homes are occupied, their facades and manicured yards standing out among vacant lots and unfinished houses.

"I love this house -- I totally love it, and I'm totally glad that I moved here," says Edward L. Dopkin, a vice president for the Classic Catering People. He became Washingtonville Addition's first resident when he moved into his five-bedroom home --complete with massage and exercise rooms -- in late April. "If you live in Baltimore, to me, it's like the ideal location."

As young professionals and empty-nesters from the suburbs survey the Baltimore landscape for convenient and safe urban neighborhoods with character, the Lake Falls area -- a 15-minute commute to downtown on a bad day -- has emerged as an alluring destination, real estate experts say. Developers have caught on.

Besides those in Washingtonville Addition, 11 other new homes are planned for the area.

Catoctin Homes is buying up lots and dilapidated houses on the strip of Falls Road just north of the new subdivision, where developer Drew Sikorsky is planning eight rowhouses. One house is already standing, next to lots overgrown with weeds and at least one house that appears to be collapsing.

Marenberg Enterprises plans another three houses on what used to be a small meadow on West Lake Avenue, just north of the Baltimore County line. Developer Sandy Marenberg has sold a model for $389,000 to Ashley Custom Homes.

"This area's going through its own form of gentrification, and what's really nice is that the folks who are living there are encouraging it," Marenberg says, calling his interaction with residents "warm and fuzzy."

To be sure, Washingtonville Addition, once the subject of packed community meetings and door-to-door neighborhood polls, still has problems.

Dale Van Stroof, 53, a parking lot maintenance worker whose home abuts the new road leading into the development, says Struever Rouse Homes damaged his home with construction equipment and built the entrance road partly on his property.

Struever Bros. denies that it damaged Van Stroof's house, and says it had the right to build part of the road on his property because the 6-inch area in question is part of a patch set aside to provide road access for residents.

"We're being extremely cooperative and well-intentioned," says Ted Rouse, head of Struever Rouse Homes. As for damage to Van Stroof's house, a building engineer whom the firm hired "gave us a report that said that the machinery on the road and the road construction itself was not the cause of the settlement cracks in his house."

Nor do the troubles stop at the entrance to Washingtonville Addition.

Lynn Hoeckel, a real estate agent and new owner of a $600,000 house in the subdivision, is in arbitration with Powers Homes to get them to rectify problems with her house -- including basement flooding, holes in the walls and unfinished features -- before she makes her last payment. Powers declined to comment.

"I could probably sell some of these -- I will have a beautiful home -- but I couldn't in my right mind tell anybody, 'Oh, come over and build where we're building.' There are just too many problems," Hoeckel says. "It hurts us as property owners because we would like to see them all sold."

Sales in the development, which originally sold out quickly and even had a waiting list, have tapered off. Six homes have been bought -- two by Mark and Jeff Powers, the brothers who run the construction company -- and there is no longer a waiting list, says Elizabeth Smith, a real estate agent with Builders First Choice who is overseeing sales and marketing.

"We've just basically gotten started," Smith says, adding that the community probably will not be fully occupied until late next year. "The word needs to get out."

What once were selling points for the community now are question marks. Powers has failed in its efforts to win permission from the city zoning board to erect a gatehouse and gate at Washingtonville Addition, although it was originally marketed as a gated community.

Plans for walking paths and a gazebo in the 4 acres of woods Struever Bros. agreed to preserve were scrapped after they were found to run afoul of federal wetlands regulations.

And worries about traffic persist, prompting a recent meeting at which community groups and the Maryland Transit Administration discussed enlarging a nearby light rail station to curb congestion.

But as the area experiences growing pains, residents seem accepting of the changes.

"Most of us believe that the type of home -- the style, the construction quality -- is appropriate for the immediate neighborhood and the surrounding community," says Hal MacLaughlin, formerly an outspoken critic of the development as the co-chairman of the Greater Falls Road Neighborhood Task Force, an umbrella group encompassing the surrounding community associations. "We think Baltimore City's an exciting place to live, and we certainly support a diverse tax base. This is good for the city."