Resting along the banks of Back Creek and the Chesapeake Bay, Annapolis's seventh and eighth voting districts are hemmed by boatyards and marinas that help give the city its distinctive maritime flavor.

But gridlocked roads leading into the wards and the threat of encroaching development have residents worried that their neighborhoods may soon lose their charm.

In Ward 7, Republican Laura Townsend is coming off a surprise primary victory to face Democrat Sam Shropshire in the Nov. 8 general election. In Ward 8, incumbent Joshua J. Cohen (D) faces GOP challenger Regina Linton.

Here's a look at each of the races.

Ward 7

Townsend, 39, leaned heavily on her Republican credentials in ousting two-time incumbent Michael W. Fox in the GOP primary.

"I am the only real Republican," she told voters in a mailer, criticizing Fox for voting against a reduced cap on the homestead tax credit. The cap would have limited the amount a homeowner's taxable assessments can rise each year to 4 percent, down from 10 percent.

She also railed against Fox for frequently siding with Democratic Mayor Ellen O. Moyer in key 5-4 City Council votes.

Now Townsend hopes to appeal to a larger demographic in the general election. Democrats outnumber Republicans 1,552 to 1,176 in the ward. And the ward's 670 independents make an attractive target audience for both candidates.

"The funniest thing is, I've always been known as someone who is very open-minded and receptive to people with good ideas, no matter what party they belong to," said Townsend, a fundraising researcher for Catholic Relief Services. "My previous opponent did not seem to understand the need for tax relief, and tax relief is historically a very Republican issue, so it needed to be pointed out that this was the distinction between he and I."

Reducing the homestead cap remains one of Townsend's top three priorities. But her foremost issue is stated plainly on her campaign signs: "No annexation." She has spoken fervently at public hearings against proposed annexations of the 180-acre Katherine property along Forest Drive, the main road in and out of the ward, and a smaller property on Bembe Road. Incorporating the land, she argues, would bring increased development and additional traffic.

She supports a moratorium on annexation until the establishment of an adequate public facilities plan that would require adequate roads, sewers, police and fire department staffing and other necessities before new land is added to the city.

She said she will also push for a line-item city budget if elected. "It makes the whole [budget process] simpler and much more accountable to the taxpayers as far as showing them how their money is being spent," she said.

Shropshire, 57, was a late addition to the race. City elections officials approved his candidacy earlier this month after rejecting the lone remaining Democratic candidate before the September primary.

Since then, Shropshire has been making up for lost time by going door to door. "I'm hoping to knock on every door in my ward twice before the election," Shropshire said. "Republican, Democrats, independents: I want every registered voter to know who I am."

Shropshire has a long history of activism on issues as close to home as AIDS and poverty and as far afield as religious persecution in Communist Eastern Europe. According to his Web site, he once was arrested for smuggling Bibles and Jewish prayer books into the Soviet Union.

He was recently named executive director of the Simplicity Forum, a think tank aimed at ending over-consumption and personal debt and helping families spend less time at work and more time together.

"We need to wake up," Shropshire says. "We don't need to live like this."

He takes that same philosophy into his campaign. His top priority is easing traffic congestion on Aris T. Allen Boulevard and Forest Drive. If elected, Shropshire said, he will work to improve public transportation and pressure the state to move more quickly to build a second bridge to the Eastern Shore. Right now, long backups on the Chesapeake Bay Bridge push drivers off Route 50 onto Aris T. Allen, often turning the thoroughfare into a parking lot during the evening commute.

Other key issues include preserving the Chesapeake Bay and its tributaries and increasing affordable housing for seniors and the working poor.

Like his opponent, he favors a moratorium on annexation until a permanent commission can be established with city and county representatives to set up strict guidelines on annexation and development. And he said he would like to see the homestead cap lowered but wants to study the issue further.

By usual standards in Annapolis, where families go back generations, Shropshire and Townsend are relative newcomers. Shropshire moved here in 1987, Townsend around 1994.

Shropshire said he wouldn't be running if Fox had won the primary, even though he was a Republican. "Mike was a consensus builder," Shropshire said. "And he's taken a lot of flak for that from my opponent."

A Moyer supporter, Shropshire said he also would be a consensus builder, but "that doesn't mean I would be a rubber stamp for the mayor."

Despite her criticism of Fox, Townsend said she could also work with Moyer if the mayor is reelected. "I do have the ability to compromise and discuss the issues collegially," she said. "But there is a need for a diversity of opinion on the council."

Ward 8

Local lore has it that Joshua Cohen, a lifelong Annapolitan, was attending City Council meetings at age 15, busily taking notes on issues important to his Eastport home. Age 20 is more accurate, said Cohen. Now 32, Cohen is trying for a second term representing an eclectic ward that makes up the majority of the self-declared "Maritime Republic of Eastport."

Formerly a working-class watermen's neighborhood where white and black homeowners mixed comfortably, the ward has been transformed by gentrification into a largely white, affluent enclave. But the district is bordered by the city's largest public housing complex, the 273-unit Harbor House. Police commonly refer to the portion of President Street outside the complex as an open-air drug market.

A Maryland state parole and probation officer, Cohen has made increasing police presence in the area a priority in his campaign. As a member of the council's public safety committee, he supports a committee recommendation that calls for the city to fund 10 new officers in next year's budget. In the last budget cycle, he helped secure additional money for policing the city's public housing properties.

Cohen said he wants stricter development standards, particularly along the Forest Drive corridor. He said he supports an adequate facilities measure that would guide annexation, but is still evaluating a similar measure now before the council.

He also calls for a review of the city's 18-year-old maritime zoning laws, which have helped preserve the nautical character of the ward. The zones require that certain percentages of land be dedicated to maritime-related industries, which make up the bulk of Eastport's businesses. The purpose of the review, he said, would be to protect the zones and bring them up to date with changes in the industry.

Cohen said his tenure on the council has been characterized by three C's: communication, constituent service and collaboration. He's a constant presence at ward events, maintains a Web site with the latest news on issues affecting the ward, and sends out a newsletter and e-mails with information on proposals before the council and his views on them.

"I've really worked hard to let the people know what's going on," he said.

Linton, 69, also lists crime among her top concerns. She says that though the ward includes some of Annapolis's wealthiest residents, senior citizens like her are afraid to go out at night.

"I walk to the post office every day and talk to people on the street," she said. "We have crime that is not being prevented."

Linton said she also wants increased police presence and more lighting on the streets. If elected, she said, she would also work to reduce property taxes and preserve the beauty of Annapolis.

A retired travel agent who lives on a fixed income, Linton has been running her campaign on limited funds. She said she hasn't posted signs because she can't afford them, and because "every time I turn around they're tearing signs down." She also said she has purposely delayed putting out a pamphlet outlining her positions because she doesn't want her opponent to steal her ideas. She has also not appeared at any candidate forums, she said. "I've just been walking around the neighborhood, going door to door, introducing myself."

Linton moved to Annapolis from Baltimore in 1996 because "this is a great place to retire." On the City Council, she said, she would work to keep it that way.