From the back-porch views of the houses on All Saints Street in Frederick, the new Frederick County Courthouse looms across Carroll Creek.

All Saints Street residents, who live in one of the only predominantly black communities in town, say they look at the amost-completed building across the creek and worry.

Along with it, they fear, will come urban renewal that will turn their homes into expensive town houses and law offices and force them to leave their neighborhood in Frederick's South End.

Three years ago Frederick, with a fast-growing population now estimated at 27,000, applied for and eventually received $1.5 million in urban-renewal funds, according to Mayor Ronald Young, a town native who is a strong supporter of the renewal projects.

The money was requested from the U.S. Department of Housing and Urban Development to help a "neighborhood strategy area" that includes both All Saints Street and the courthouse area, where commercial development is envisioned.

HUD last month awarded the city the final $450,000 of the community development block grant over the objections of many residents of this target area.

Central to the proposal -- and to the citizens' objections -- is a flood-control project for Carroll Creek, which periodically overflows. The most severe damage in 1976, when the creek flood a large part of the downtown business area.

But Bill Lee, one of the few property owners who lives in the South End, said most of All Saints Street, which is on a slight knoll, was unaffected when the creek swelled in 1976.

"The creek doesn't flood our homes," he said. "It hits the flood plain on the other side.

"The mayor talks about not wanting downtown to turn into another Rockville," said Lee, referring to unplanned commercial development along Rockville Pike. "But he doesn't say anything about our neighborhood turning into another Georgetown, and that's what we think will happen."

Lee and others would prefer to see the federal funds used to rehabilitate the dilapidated houses, which the city could then help the present tenants rent.

Instead, they suspect that with the present plan, speculators will buy up the properties, renovate them and then raise the rents or sell the buildings at prices the current occupants could not afford.

"Frederick has many homes built from the late 1700s to the mid-1800s," said Young. "Yes, it looks like it could be a Georgetown or an Annapolis. We've been working on the (housing) code, and a lot of these could become nice housing units. But that doesn't mean we're kicking people out."

The residents, most of whom rent their tiny brick rowhouses from absentee landlords, look at the "gentrification" that has occurred in Washington to the south as an example of what they fear will happen in Frederick.

"Any fool knows that when you start in on renewal, you have displacement," said Charles Poindexter, co-chairman of an ad hoc citizens' committee formed to fight the HUD grant. "And the city now has no way of dealing with that.

"(All) Saints Street is considered the heart of the black community," he continued. "It's a real cultural resource, and we want it to remain that way."

The Elks and Amvets clubs and the First Missionary Baptist and Asbury Methodist churches, all of which are predominantly black, are on or near All Saints Street -- one of the first streets a visitor crosses when coming up I-270 to Market Street.

Mullinix Park and a community swimming pool, both used almost exclusively by blacks, are between All Saints Street and Carroll Creek. Residents estimate the population of the All Saints Street area to be about 300, but there are a few convenience stores, no laundromat and no supermarket to serve them.

"Sure, many of the houses are in terrible shape," said Lee. "But they are owned by folks who leave them to rot. We could rehabilitate them and fix them up nice."

Young says he, too, wants the houses to be improved and that his goals do not differ substantially from the community's.

"I don't want to break up this community," he said. "But I want to see the substandard housing upgraded. We can offer alternative housing -- public or subsidized -- and give people the choice whether they want to stay here or move elsewhere in the city."

Melinda Bird, a former community organizer in Washington who is now an attorney for Legal Aid in Frederick, said, "You can see that the displacement that is happening over a few miles' area in Washington can happen over a few blocks in Frederick."

She added, "But maybe it's more possible to get a handle on the problem here."

The Advisory Committee of the South End, which Poindexter heads, was formed several months ago to appeal to HUD to deny the grant. The committee argued that the money would adversely affect the low-income residents of the area.

The committee has decided to become a nonprofit corporation and seek enforcement of the city's housing code to upgrade housing standards, and to work for enactment of rent control and other antidisplacement policies.

"We need to be active and we need to get concrete steps back (from the mayor)," said Bernard Brown, a group member. "All I hear now is that the mayor wants citizen participation and then turns around and hits us with decisions he's already made."

Young, however, said this criticism is undeserved.

"We've advertised what we want to do. We've handed out flyers. We've asked advice all along," he said. "Now, coming into the third stage (of the HUD grant), suddenly we heard objections.

"It's very common knowledge that Legal Aid across the country is trying to monitor HUD, and we seem to be one of the smaller places they decided to attack."

The mayor added, "I want to offer a freedom of choice for people to move out of the neighborhood or to move in, as they want. Then Legal Aid tells people that's just a sneaky way to break up the community, and I object to that."

Bird and other staff members at Legal Aid, which has its offices in the target neighborhood, initiated the advisory committee and helped draft the appeal to HUD.

"But it's (the community's) energy, not mine," said Bird. "They are the ones running the show, though the mayor doesn't want to believe it."

One 51-year-old woman who said she had lived on All Saints Street since she was four talked about a lack of communication that seems to plague relations between city officials and the community.

"We didn't hear anything until, all of a sudden, rumors were flying," she said. "We heard all the houses were going to be torn down. Then we heard that they'd take our park. We don't know what to believe.

"All I know is that my landlord could come in and raise my rent $100 or kick me out tomorrow, and I wouldn't know what to do."

In awarding Frederick the money it requested, HUD specified that the town must develop an antidisplacement policy and must involve the residents more in its decisions.

Approximately $110,000 of the final $450,000 of the grant is earmarked for "blight control." Young said he will listen to suggestions from the South End group on how to spend the money.

The mayor also said Frederick already involves its citizens in HUD planning. But the citizens' group says any such attempts the city has made have been solely to dress up its HUD application.

However, members of the citizens' group plan to become involved in another citywide advisory committee being formed to apply for a new community block development grant.

"But we have to be realistic," noted Poindexter. "We're going to have to work with the city fathers -- and we will."