After two years of negotiations, Loudoun County has approved plans for businesswoman Sheila Johnson's controversial luxury resort to be built just outside Middleburg town limits.

The approval last week clears the way for construction of the $50 million Salamander Inn & Spa to begin next week. The resort, which will include a 58-room inn, an upscale restaurant, a greenhouse, an orchard, a stable and a yoga building, is scheduled to open in May 2006.

"This is going to be the destination place on the East Coast," Johnson said Thursday at an on-site event, which she called "the most exciting day of my life," to celebrate the approval.

But the county's go-ahead has not silenced those who have been opposed to the inn since Johnson, co-founder of Black Entertainment Television, announced plans to build it on land once owned by Pamela Harriman, the late socialite and U.S. ambassador to France.

Johnson and her development team have insisted that the inn, with its $300 to $3,000 a night rooms and gourmet restaurant, would be an economic engine for western Loudoun and that it would fit right in. Johnson said that only 1 percent of the site's 340 acres would be built upon and that the rest of the property would include public hiking trails and be open to fox-hunting. Johnson said she also planned educational tours focusing on the hundreds of chestnut oaks, dogwoods and other trees on the land.

"Essentially, what this will become is a big, open park with a spa at the top and a fine restaurant," Johnson said.

Critics fear that the resort will tangle traffic, transform Middleburg's small-town character and spoil the land on which it will stand. Opponents -- including the Piedmont Environmental Council; the Future of Middleburg, an informal group that says it has as many as 700 members; and Supervisor Jim G. Burton (I-Blue Ridge) -- say the inn is simply too big not to have a huge effect on Middleburg, population 650.

"This application is attempting to stuff 10 pounds into a five-pound bag," said Burton, whose district includes the town.

Under the conditions of the county's approval, the inn must track the average daily vehicle trips up and down the road to the inn and make sure there are no more than 600.

A traffic analysis by Patton Harris Rust & Associates, Johnson's civil engineering firm, and reviewed and approved by the county, said that number is about how many daily trips are expected. Project manager Jeff Zell said the inn has come up with ways to keep guests from using their vehicles. They will be able to cruise into Middleburg via electric or regular bicycle or, if they are so inclined, by horse and carriage.

Zell said that if attendance at major weekend events -- such as nuptials at the pondside "wedding pavilion" or anniversary parties in the restaurant -- tips the scales above the limit, Johnson will scale back events.

Critics say that Johnson and her team have played down the traffic impact and that county officials, headed by a mostly Republican, pro-growth Board of Supervisors, have let them. A traffic analysis paid for by the Piedmont Environmental Council predicts 1,327 daily vehicle trips. Those vehicles will flood the streets of Middleburg, said Mike DeHart, a spokesman for the council.

"If you live on a side street in Middleburg, the message seems to be that a large-scale development is more important than your ability to cross the street," he said.

Traffic could multiply if Johnson expands the inn, an option she has not ruled out. When the inn opens, it will have 58 rooms, but plans have been drawn up in such a way that the capacity easily could be expanded to 120 rooms if necessary, Johnson said.

If vehicle trips go above the 600 daily average, Johnson will have to apply for a "special exception" from the county. That would require public hearings, but critics say the damage would already be done.

Supervisor Stephen J. Snow (R-Dulles), chairman of the board's land-use committee, said that Johnson did not receive special treatment and that her site plan met all requirements. He said opponents are a vocal minority that doesn't understand that the inn will be good for Middleburg and the county.

"They're just content to go back to the 1890s, and they want the buggies to go through Middleburg," Snow said. "The fact of the matter is we are a modern, vibrant, progressive, dynamic county now in spite of them."

Sheila Johnson tosses a ceremonial shovel full of dirt on the site of her future Salamander Inn & Spa. Construction is scheduled to begin next week.Johnson and Jeff Zell, project manager, walk the property.