William Lee says Frederick County's African Americans deserve better than to have to search in his basement for their ancestral roots.

That's where the 74-year-old retired school principal stores a collection of photographs, letters, news clippings and cemetery records documenting two centuries of black life in Frederick. He and a small group of community leaders say they hope to move the contents of his plastic file boxes and vintage suitcases into a new museum -- and officials in Frederick support the idea. Paying for it is another matter.

With more urgent priorities laying claim to the public's money, Lee says he wonders whether he'll live to see his dream come true.

"I'm getting a little old," he said recently, pausing in mid-reminiscence. "If we don't protect history, it gets plowed under."

It's a problem faced by bedroom communities across the country as they struggle with suburban sprawl: how to preserve the stories of those who lived there first. From the East Coast, where descendants of immigrants search neglected city cemeteries for the graves of their forebears, to the West, where strip malls nudge Native American history aside, the nation's small towns-turned-suburbs are finding that growth and demographic changes tend to erode their historical underpinnings.

"People suddenly realize that things around them that hold great emotional meaning are going to be lost," said Mary Alexander, director of museum assistance programs for the Maryland Historical Trust. "But with the state budget, the national budget in catastrophe, the resources aren't there."

Many of Frederick's first black inhabitants arrived as slaves with their owners in the mid-1700s. The county is dotted with African American cemeteries, black churches and sites associated with slavery. Blacks fought in Frederick for the Union in the Civil War and cared for the wounded in makeshift hospitals.

As it was then, Frederick today is about 90 percent white, and most of the county's dozen museums either don't mention African American contributions or consign them to a display or two. As a result, piles of documents and other artifacts are languishing, largely unseen by the public, in the homes of a small number of elderly black residents.

Lee, a Frederick native, glories in his basement archive. There's a 1939 photo of the Frederick Richfield Eagles, the city's first Negro baseball team; there are somber portraits of the bishops of the local African Methodist Episcopal Church; there's a complete history of Frederick's all-black Lincoln High School, which closed in 1962.

An item in an 1899 edition of the Afro-American Speaker, a long-gone community newspaper, cautions, "Any one man who attempts to make a slate in Frederick County without first consulting the people of color will find that he's wrong."

Several years ago, Lee and two other amateur historians charted 32 overgrown black cemeteries, recording the names on the headstones. The resulting, typewritten catalogue in Lee's basement helped a California woman who came to Frederick to search for her grandmother's grave. Lee was able to guide her to the spot.

"She stood there and cried," he said.

Lee's collection of artifacts began with an attic trove of newspaper clippings and other memorabilia inherited from one of his grandfathers, a local grocer and civic booster in the late 1800s. Lee's interest in black history grew after he took a job at what is now West Frederick Middle School, retiring as principal in 1983. As an educator and as the only African American member of the city of Frederick's Board of Aldermen during his years in office (1986 to 1994), Lee was the man to whom black residents turned when they wanted their memorabilia stored for safekeeping.

It troubled him that his basement was the only place to keep the items. In the early 1990s, he and other black leaders decided to create a museum in an early 20th century building that once housed the Free Colored Men's Library, in the historic heart of Frederick's black neighborhood. They sought help from the Frederick Historic Sites Consortium, which coordinates cooperative programs for museums and historic sites in the county. Before they could raise the money to buy the structure, however, it was demolished to make way for low-cost housing.

"I can recall writing a note [to Lee] saying, 'The museum idea doesn't have to die with this,' " said Elizabeth Scott Shatto, the consortium coordinator.

In 2000, Lee and others formed African American Resource-Cultural and Heritage, or AARCH, a group dedicated to preserving and documenting Frederick's black history. AARCH, the museum consortium and the Tourism Council of Frederick County developed a walking tour of Frederick's African American historical sites.

The same year, the consortium received $22,000 from the Maryland Historical Trust for a feasibility study of Lee's museum plan. The study, released in February 2002, concluded that while there were plenty of materials, information and support for a museum, it would cost at least $1 million to build and $110,000 a year to operate -- money that would not be easy to come by.

Alexander, of the Maryland Historical Trust, and Shatto counseled Lee to switch gears. "Exhibitions and educational programs . . . don't need four walls to happen," Shatto said.

Undeterred, Lee and a small committee met several months ago and drafted a to-do list: Form a nonprofit group, expand political support and, above all, find cash. Lee said he regrets that the group hasn't met since.

"We need someone who has experience in this," he said. "But I see it as up to us to get the action started."

He likely won't get an argument from Lord Nickens, a county NAACP leader for three decades, beginning in the 1960s.

"The black community should take this on themselves," Nickens said.

At age 89, suffering from leg problems, he is mostly confined to his home in rural Buckeystown. The Ku Klux Klan once stalked him there, Nickens said recently as he placed a pile of yellowed news clippings on a coffee table. The clippings describe protest marches and arrests that marked the last years of segregation in Frederick County and across the country.

Nickens said the delay in building a museum shows that for many in the county, African American history is not worth fighting for. He added that he's getting too old for another campaign.

Referring to his memorabilia, he said, "I have it in my will that my children can take what they want, and the remainder will go to [Frederick Community College] and the Frederick County Historical Trust."

Lee and volunteers from the community college are hurrying to record the oral histories of people such as Nickens -- black residents of the county who are mostly in their eighties. Often when those folks die, their memorabilia is scattered among family members or thrown away.

Those aren't the only lost treasures. In 1999, African American leaders discovered that a downtown Frederick playground built in 1949 atop the all-black Laboring Sons Cemetery contained more than 1,000 graves. The city removed the playground equipment and plans to erect a memorial at the site. But nearly all the names of the dead are lost.

In his basement, Lee smiles at the children in his class photo from Bentz Street School, taken in 1935. They don't smile back, these serious-looking 6-year-olds, Lee among them, in their stiff collars and big hair bows -- faded images under a protective plastic sleeve.

"It seems difficult to get our young people interested in this, to carry it on," Lee said. "I hope I'll see that museum built. But even if not, I'm gonna do my best to see that all this is recognized as a part of the history of Frederick County."

William Lee displays a collection of badges from lodges and organizations whose members met at the Phythian Castle in Frederick. Lee says he's fearful that, without a permanent home, much of Frederick's black history will be lost.Lee's treasures include photos, newspapers and a 1959 Negro Travelers Green Book listing hotels and restaurants that would serve black patrons.