On a crisp morning near the shore of the Potomac River last fall, several Prince William County and state officials emerged from a forest of holly trees onto a white, sandy beach.

"We can make it the finest state park in the nation," said state Del. David G. Brickley (D-Woodbridge) as he walked to the edge of the water.

It was at the same site more than two years ago that state officials and descendants of Gen. Robert E. Lee made similar declarations in dedicating the historic grounds as Leesylvania State Park.

By the summer of 1987, the officials told a crowd that day in 1985, more than 250,000 visitors a year would come to the park, making it one of the most popular day parks in the state.

"Twenty-five percent of the state's population lives in Northern Virginia," state Secretary of Commerce and Resources Betty J. Diener said at the time. "There is a tremendous need for recreation."

But today the park remains barren, except for a few visitors who walk their dogs there and the bulldozers parked in the midst of a clearing. The only project completed at the park is a gravel road that eventually will be paved with asphalt.

"We don't have the funds to complete the project," said Warren Wahl, operations director for the Virginia Division of Parks and Recreation.

State park and county officials had sought to solve the money problem with a $3.2 million capital outlay request from the state. It was the largest request by the state's park division for a single park project.

But the plan was stalled when Gov. Gerald L. Baliles cut the request to $119,000 in his proposed state budget this year. Despite the setback, Brickley said he is confident that the governor will approve the request next year. "It is the top state parks project," he said.

About $1.2 million left from the park's $2.7 million allocation in 1985 will be used this year to open the 508-acre estate of Henry Lee II, Gen. Lee's grandfather, to the public in late 1989, state park officials said.

"Initially, when we open, it will have limited use," Wahl said. With the money, a 75-space parking lot, some nature trails and picnic areas will be built.

If planners have their way, Leesylvania eventually will be one of the premier parks in the state, with motorboat and sailboat launching facilities, hiking trails, picnic areas along the three-mile waterfront and a pool, state park officials said.

There are plans for swimming facilities, concession stands and, ultimately, a visitors center. But more funds would be needed for work to begin on this phase.

Even if funding for completion of the project is not available, private investors will have the opportunity to build a marina with a sailboat and motorboat launching facilities, an operations pact considered to be the first public-private venture of its kind for state parks in Virginia.

"That plan will move ahead nevertheless," said Jim Klackowicz, park superintendent, who has been awaiting the opening for the last two years in a modest park ranger's office in a corner of the park.

Proposals by private investors are being reviewed by state park officials, and an agreement will be reached between the park and an investor by March, Klackowicz said.

The park's opening also has been stymied by nature. Erosion problems caused havoc in building roads into the park, officials said.

After two years of battling with ever-sinking bogs, quicksands and mud, the road is now graded and awaiting paving, a signal that construction of other recreational facilities can begin.

In one area, 1,200 truckloads of dirt were needed to fill a bog, costing an additional $50,000 in construction money, Klackowicz said.

At the moment, Klackowicz, several of his coworkers and nearby residents are the only ones enjoying the hardwood forests and the beaches that surround the park.

From Freestone Point, a 110-foot bluff that once held Confederate batteries of the Civil War, the tree-lined peninsula of the Mason Neck State Park could be seen across the Occoquan Bay.

"I used to sail out here to the park and explore," said Kathleen K. Seefeldt, chairman of the Board of County Supervisors, pointing to the shallow waters of the Occoquan Bay. "It's a beautiful park, isn't it?"