Beyond a ramshackle wharf, sunlight plays on the Occoquan River as Donald Sooner talks of his ordeal by fire. He lingers over the words, interrupting the silence with his thin southern drawl. Outside, seagulls cry for scraps of fish at the back door of his restaurnant, Blackbeard's Crab House.

Like so many others before him in Occoquan -- this industrial town that never was--Sonner has seen his dreams go up in smoke. But he has not given up on the town, and still hopes for its rejuvenation.

Across the street, the old Blackbeard's Seafood Restaurant is locked shut since an electrical fire last October caused $150,000 in damage. And down the street at the far end of town, high on a hill overlooking Occoquan, are the charred remains of Rockledge, a once-stately stone mansion built in the 1750s. For six years Sonner sweated to restore Rockledge to its original glory, only to see it go up in flames when an arsonist struck in January 1980.

"How do you feel when you get a leg cut off? That's how it feels losing Rockledge," said Sonner, his face downcast. "It leaves a hollow spot inside. I don't go up there anymore."

"I'm a renegade," he said. "I'm a rebel in this town. I came here and it was in the gutter in the mid-'60s. They laughed, they thought I was crazy to restore Rockledge. I poured a quarter of a million dollars out of my own pocket to prove they were wrong.

"I'll put a bulldozer to it (Rockledge) and leave town, or I'll make that place a monument. It just can't sit there," bristled Sonner, who wants the Virginia General Assembly to allocate $1.1 million to buy and restore Rockledge as an historic site.

Several state and local legislators and about 140 area residents heard Sonner's appeal for funds as they gathered last Saturday at Rockledge Elementary School in nearby Lakeridge. Although no legislation has been introduced to save Rockledge and the bill filing deadline has passed for this session, Sonner left the weekend meeting with at least one legislator firmly on his side and with hope that a "Rockledge amendment" might be tacked onto legislation already introduced.

But at this point all he could do was drive home to Occoquan and resume his long wait.

The geography of Sonner's grief surrounds him, yet outsiders passing through Occoquan see only the remains of Sonners' efforts and those of others before him. There are no monuments to the founders of Occoquan, only a small museum with a few remnants of the town's industrial age.

Off in the distance, the Route 123 bridge today carries most traffic past Occoquan and across the river to Lorton, or over the hill to Woodbridge. This 32-acre town 25 miles south of Washington once boasted of an iron foundry, a cotton mill and a grist mill, but it's now in the industrial backwater of Prince William County. Bypassed by 20th century industry, it is hemmed in by a river so filled with silt that big ships long ago stopped docking at its shore.

Some say Occoquan is simply a star-crossed town with a history rooted in tragedy. Industrialist-dreamer John Ballendine went bankrupt running an iron foundry in Occoquan 230 years ago. And Union sympathizers burned down a town cotton mill during the Civil War because Confederate Gen. Wade Hampton wintered in the town's Hammill Hotel, now the Beachwood Apartments.

Every time the town began to prosper, tragedy struck. Bucket brigades struggled in vain to save the town from a trash fire that grew until it burned the core of the business district in 1916. Again in 1924, a diesel engine exploded in the merchants' grist mill, destroying the plant and ending 175 years of grist milling in Occoquan.

In more recent years, the banks of the Occoquan River overflowed when tropical storm Agnes struck in the summer of '72, causing an estimated $5 million in damage to the area. The flood waters bent back the old Route 123 bridge and tore through the town, carrying away 28 empty caskets from the funeral home, 100 new speedboats and cabin cruisers and 32 rowboats. The town was afloat.

Townfolk still talk about the flood as if it happened last week. Some old-timers say it forever closed off Occoquan because the new bridge bypasses the town. Others say the tragedy brought in a new breed of merchants: artists and craftsmen who see Occoquan as an alternative to Old Town or Georgetown.

There's no doubt that the town's biggest industry today is the tourist trade, drawn by this scattering of trendy arts-and-crafts shops and restaurants.

If the flood disaster signaled the first pangs of Occoquan's rebirth, artists such as Suzanne Luker say they were the midwives. "The Undertaking," a group of 12 artists, moved into the basement of an old funeral home. They spray-painted the walls white and tried not to look at the embalming equipment and carts in the basement.

"Before we came here there were a few little shops with bread dough, crochet, toilet-paper things and a few antique places," Luker said. Now, 55 artists have galleries and studios in town.

"Occoquan just sort of floated along in oblivion until the flood," she said.

"But the people around here won't let go. They don't want a Georgetown or an Alexandria. They are like little terriers who keep putting these buildings back together with chewing gum and bailing wire."

Whatever tension there is in this tranquil town apparently came down the road when merchants started converting old homes to shops, drawing more traffic to its narrow streets. Grudgingly the old-timers watched as out-of-towners came in and rented every building on Mill Street, Occoquan's main street, for small modern-day specialty shops.

"Most of us just want people to leave the town alone, leave it the way it is," said postmaster Sophie Donlin. "Right now there is never anywhere to park." Donlin greets a customer with "Good morning" and "How is the weather?" and "Do you think it will snow again?" She's friendly like that, and some folks say she knows everybody and everything that goes on in Occoquan.

It was a different place 20 years ago when Sophie Donlin came to town. Her husband James drove their '56 Oldsmobile down Mill Street to show Sophie their new home. "Here's where you're going to live," he told her.

She looked down the street at the dilapidated buildings, the funeral home and the general store and said, "I don't think so."

But the Donlins never moved back to rural Pennsylvania. Four years later she was working in the old Occoquan Post Office, a one-room outpost with two light bulbs, an oil heater and no bathroom. She crossed the street to the funeral home to use the bathroom until a new post office was built just 11 years ago.

Occoquan has been stubborn in yielding to change, and as a result it's still the classic small town. Life is so easygoing, in fact, that nobody knows for sure just how many people live there.

Maybe the town has 241 residents, as the Census Bureau says, or maybe there are more.

"Say there are at least 375 people here," said Joan Jennings, the city treasurer. She and two policemen make up the entire town staff. "Back in 1970, they (the census) said we had 975, so something is wrong. The trouble is, the town line runs right through the middle of one apartment building. . . . All I know is I have 150 property bills."

The town definitely has two policemen, two police cars and radar, despite its relatively small size. Just 10 years ago it had one part-time policeman working 10 to 20 hours a week. But then merchants started complaining.

This year, $19,000 of the $45,000 town budget has been earmarked for police protection.

Up and down Mill Street the police patrol roams, hesitating at each corner until it comes to a stop alongside the town hall, across from the Lynn Co. Back in the old days when all the merchants wore suits, starched shirts and ties, the Lynn Co. was the town's general store. That was before the age of shopping centers and long before a planned community called Lake Ridge swallowed up 3,500 acres of land over the hill southwest of Occoquan in 1969, introducing the neighborhood to the 20th century.

Andy Lynn, 30, the fifth-generation Lynn to tend the store, bought out his dad in 1974 and eventually converted the general story to a sporting goods store.

Out behind Lynn's store, sea-bound ships unloaded cargo five generations ago. In those days before dredging, the townfolk carried quarry rocks to the river in a futile attempt to build a dike. Now only a few scattered rocks are left behind on the shore beneath the bridge.

Other traces of Occoquan's past are hidden behind the storefronts. The old movie house--where generations ago blacks were relegated to the balcony near the projector--has become The Corner House, a crafts shop featuring mouse-oriented items.

Carolyn King, an earnest woman in a mouse-gray fur hat and a gray suit, takes credit for bringing Timothy, a giant mouse who delivers balloons, to the quiet streets of Occoquan.

"I can't imagine why Occoquan has never prospered," King said. "Maybe someone didn't push hard enough and wanted it to remain a sleepy town."

Just who or what kept the town quiet, kept it from surrendering to the developers who have staked claims on the surrounding countryside, is a mystery to many in Occoquan. They include Howard York, a retired Navy commander who runs a boat supply store, Spindrift.

"Occoquan is roughly 100 miles from the mouth of the Potomac," York said. "It is a winding and tortuous course to Occoquan, from a commercial standpoint. At the turn of the century, when rail transportation grew and the Midwest flour and grain mills prospered, the mills here outlived their usefulness, I suppose.

"Then Hurricane Agnes struck, and it took years for businesses to recover."

Yet the town seems to be the homeland of survivors, most of them too young to remember the struggles of its founders. But at least one resident, Donald Sonner, thinks of himself as a kindred spirit of the hearty breed who dreamed of Occoquan as a thriving seaport town.

"All the people in this town are a bunch of tinhorns more concerned about telling the police what to do than moving this town into the future," Sonner said. "They've never done anything but do nothing and squabble. This is the history. It's really a shame."

But he says a community effort to save Rockledge "may be its hope."

"If that place were renovated, it might rejuvenate this whole town," he said.

After talking with Sonner and county residents last weekend, Del. Floyd C. Bagley (D-Prince William) agreed to push for state funds to restore the house. "As a member of the appropriations committee, I am determined that if there is a way to find money for Rockledge, I'll find it," Bagley said. "Perhaps the Park Authority could buy it and work it into a recreation area. Right now it's all in the formative stages. I just want to make sure that place is saved."

Sonner's $1.1 million asking price for Rockledge would cover purchase and restoration of the house and three-acre site, according to a letter his realtor, O.E. Dillon, sent the Prince William Board of County Supervisors. The supervisors have come out in favor of the idea of restoring Rockledge, as long as it doesn't cost the county any money.

A walk through the charred ruins of Rockledge can break the heart of any lover of history. It is worse than empty, it is abandoned. This great stone house designed by William Buckland, the architect of Gunston Hall, has been tormented by vandals and a young arsonist now in prison.

The property is overgrown with weeds and the blackened walls of the six-bedroom mansion are covered with graffiti; the downstairs windows have been shattered by tossed beer bottles and the floorboards have caved in from the fire that gutted the house two years ago.

In a sense, something haunting hovers over Rockledge--perhaps the ghosts from centuries past mourning over this stricken mansion overlooking the gorge below, this skeleton of Occoquan's crumbled age of grandeur