The man sitting in David T. Chase's office was just 27 years old, not long out of law school.

Yet Mark R. Warner, fresh from a job as a Democratic Party fund-raiser, had walked confidently into Chase's high-rise suite that day in 1982, spinning grand stories about how he could help expand the business tycoon's already-vast empire. The federal government, he explained, was giving away licenses for a promising new industry: cellular telephones. There were big bucks to be made.

Chase had never met Warner, but something about the young man's enthusiasm and confidence impressed him. He reminded Chase of himself. And so, after just 20 minutes, Chase agreed to put up more than $1 million to launch the two on a dizzying financial adventure that made Warner, now 41, worth more than $100 million -- and ultimately helped make him the Virginia Democrats' Senate nominee this fall.

The story of how a middle-class kid from the Hartford suburbs amassed such a fortune in just 14 years is central to Warner's uphill campaign to oust Republican Sen. John W. Warner, who is not related.

As he traveled the state and spent more than $2 million on television ads this summer introducing himself to voters, Mark Warner's message was relatively simple. "I have lived the American Dream," he said, casting himself as a latter-day Horatio Alger character who went from rags to riches through hard work and perseverance. In part, stressing his modest roots is a way for Warner -- who lives in a $2.1 million house in Old Town Alexandria -- to try to head off any voter resentment of his wealth.

Warner's road to riches is a maze of complex business deals, associates say, made possible by his limitless drive and willingness to take risks. But the bottom line is this: Warner used political connections to set himself up in business and took advantage of perhaps the biggest government giveaway in modern times, the billions of dollars worth of cellular telephone licenses handed out during the 1980s.

Warner organized investor groups and helped them apply for cellular licenses. If they got licenses, Warner typically was awarded a stake -- usually 5 percent -- in each venture that resulted. And by helping many of the groups immediately sell the licenses for millions of dollars, Warner quickly turned his interests into huge cash or stock commissions.

"He was quite entrepreneurial, quite a deal-maker, a rainmaker for the industry," said Bernard Gray, who was involved in cellular ventures with Warner in the 1980s. "He created an awful lot of wealth for a lot of people, including himself."

Others, though, saw it as nothing more than feeding at the public trough. They say many investor groups that were awarded cellular licenses never intended to operate communications networks, but merely wanted to sell the licenses as commodities.

"These people screwed their fellow Americans and walked away with fortunes by doing nothing except using the system," said Don Ritter, who as a Republican member of Congress from Pennsylvania fought to revamp the licensing procedures in the early 1990s.

It's difficult to pinpoint exactly how much Mark Warner made in cellular licensing deals and businesses that grew out of them. Campaign financial reports filed this year list his holdings in telecommunications companies and blue-chip stocks and bonds as being worth $97.5 million to $269.3 million, a range that reflects the broad reporting categories on the campaign forms.

When asked about the extent of his wealth, Warner refers questioners to the reports, saying they disclose what he is willing to make public about his assets.

Warner reported $11 million in income in 1995. Estimating his portfolio to be worth at least $120 million, Virginia Business magazine ranked Warner among the 40 wealthiest people in the state. Warner's fortune eclipses that of his 69-year-old opponent and all but four members of the current Congress. John Warner has disclosed net assets of $5.8 million to $13.7 million.

In his effort to get to Capitol Hill, Mark Warner hasn't been reluctant to open his checkbook. Of the $2.9 million raised for his campaign as of June 30, about $2.3 million came from the candidate himself. Virginia has never seen anything like it.

Mark Robert Warner was born in Indianapolis, the son of an engineering safety inspector and a homemaker who moved several times before settling in the small suburb of Vernon, Conn., in a modest, lime-green split-level off Route 30. Robert and Marjorie Warner still live there.

Even as a child, Warner's passion was politics. He was elected class president at three schools and applied only to colleges in Washington so that he could be near the political center of the nation. While attending George Washington University -- and later, Harvard Law School -- Warner volunteered in Democratic campaigns and ultimately landed an $18,000-a-year fund-raising job for the national party.

While raising cash in Georgia in 1980, he met Tom McMillen, then a professional basketball star who also was helping the party and later would represent Maryland in Congress.

McMillen later told Warner about the cellular telephone market's potential, saying it was a good way to get in early on a profitable new technology.

"He was a fund-raiser, which was a great attribute to have when you're trying to raise money for business," McMillen said. "I even told him that: You ought to use your fund-raising network to get started in this.' That was exactly what he did."

It was that networking that got Warner into David Chase's office. Warner persuaded Edward J. Stockton, Connecticut's state economic development commissioner, to arrange a meeting with Chase. Warner had met Stockton during a 1974 political campaign; Stockton knew Chase from his work with the state's business leaders.

Warner's idea that cellular telephones would be a lucrative investment "sounded pretty wacky to me," Stockton recalled. But Warner kept calling and calling until Stockton finally agreed to introduce him to Chase, a Polish immigrant and Holocaust survivor who had become one of America's richest men through real estate, television, radio and other ventures.

"I liked {Warner's} zest, his ability to project a lot of excitement," said Chase, who would not say how much money he made by going into business with Warner. "True, he had no credentials. . . . {But} he got me quite excited, and so we decided to take a chance with him."

Here's how it worked: The federal government decided in the early 1980s to issue 1,468 licenses for cellular markets across the country. As with television and radio licenses decades before, investor groups weren't charged for the licenses but were asked to submit applications showing that they had enough money to start up a cellular system and that they intended to operate the franchises in the public interest.

Warner played the middleman for such investors as Chase and The Washington Post Co., putting together applications in exchange for a 5 percent ownership in the venture if the application was successful. In the end, according to a Commerce Department study, the government gave away the equivalent of $80 billion worth of licenses in metropolitan areas alone during the 1980s, collecting nothing in return.

The market value of the licenses quickly soared, and Warner added to his fortune by helping broker deals that flipped shares of franchises from one owner to another.

"In effect, I was their listing agent," Warner said.

It was 1993 before Congress, responding to complaints about get-rich-quick deals in the wireless communications industry, finally authorized auctioning cellular licenses to the highest bidders. Since July 1994, the government has received commitments for more than $20 billion, roughly three times as much as budget analysts had predicted.

Rules now prohibit the kind of license-flipping that helped make Warner wealthy, requiring those awarded new licenses to operate a wireless service for at least a year before selling the license. The regulation didn't come soon enough for some critics, who say the cellular licensing giveaway was a symbol of a cash-grabbing decade in which some people made fortunes without producing anything or investing much of their own money.

"The whole process was fundamentally flawed," said John McMillan, an economist at the University of California at San Diego. "It was just a massive giveaway from the public to the big corporations."

Warner offers no apologies, saying he was simply working within the rules that were set up at the time.

"It's kind of Monday-afternoon quarterbacking, looking back on it now," he said. "Should there have been {rule} changes? Yes. You were in an industry that was growing by leaps and bounds," one that some people didn't believe would ever get off the ground.

He also compared the cellular licensing giveaway to that of TV and radio licenses, which have never been auctioned. "Except that it happened at a much faster rate, how is it any different than the broadcasting industry?" he asked.

Once Warner had significant money of his own, he began looking for investments. Over the last decade, he has helped start more than a dozen telecommunications companies. His Alexandria-based investment firm, Columbia Capital Corp., now helps finance start-up businesses.

Three of Warner's companies have gone public, offering stock and in the process expanding Warner's fortune: Nextel Communications Inc., Telular Corp. and Saville Systems.

The Nextel deal helps explain Warner's success. Morgan O'Brien, a Washington lawyer, came to him with the idea of competing against existing cellular providers by setting up service on the two-way radio frequencies commonly used by taxicab companies and others.

Warner pitched in less than $100,000 of his own money but helped organize the company and obtain federal permission to use the radio frequencies for cellular communications. In return, he was given 1,250,000 shares of "founder's stock."

Over the last few years, Warner has sold off three-quarters of his stock for prices ranging from about $15 to $45 a share. While his exact profit is unclear from public records, selling three-quarters of his portfolio at an average of $30 a share would have netted him about $28 million. At current prices, the unsold shares would be worth another $5 million.

In interviews with more than two dozen people who have done business with Warner or who have followed his career, most credit him for making his own luck. "Here was a guy who was willing to plunge in, and he certainly was willing to stake all of his time and energy," said Jon Blake, a lawyer who was involved in early Warner ventures. "Mark really ran with the ball."

But others find his kind of success grating.

"I would call it a necessary evil," said Steven Zecola, a Warner partner in a cellular company that failed a few months ago. "You need that seed capital, or it's not going to happen. It's part of what drives the economy. At the same time, these people are called by some vulture capitalists,' rather than venture capitalists. They're basically in it to make a buck. They're always there to grab that last crumb off the table."

Warner and Zecola created a firm called Go Communications to bid for licenses to use newly available frequencies on the radio band to carry wireless telephone service. The enterprise collapsed when bidding in the government auction for the frequencies drew prices two to three times higher than they expected. Investors got 90 percent of their money back, the men say, although Warner acknowledges that he personally lost "a couple million dollars."

Friends and other business partners say that for Warner, building a fortune has been a means to an end. All his life, Warner has had a burning desire to win public office; becoming financially secure was simply a way to give him the freedom to pursue that dream.

"I never imagined that Mark was going to be a super-millionaire, because he didn't seem that motivated by money," said Roger M. Freedman, David Chase's son-in-law, who worked closely with Warner on some cellular deals.

Indeed, Virginians who met Warner over the years at party fish fries probably got no clue from his manner or appearance that he was super-rich. He certainly lives well; besides his three-story, five-fireplace Federal-style house in Old Town, he owns a $906,000, 103-acre farm with a tennis court and a swimming pool in rural King George County, east of Fredericksburg. But away from home, he rarely flaunts his wealth. Many who have known him for years -- including his own parents -- were surprised to learn through news accounts just how wealthy he is.

"Believe you me, it was" a shock, said his father, Robert Warner. "I knew he was well off, of course, but . . . I did not realize the amount."

Even as he concentrated on his businesses, Mark Warner worked in politics, laying the groundwork for his own eventual run for office. He managed L. Douglas Wilder's successful campaign for Virginia governor in 1989 and later became chairman of Virginia's Democratic Party.

Warner said he decided to become financially independent before seeking office after watching the fate of Ronald A. Sarasin, a Republican congressman from Connecticut who ran for governor against Ella Grasso in 1978.

"He'd lost a gubernatorial campaign and went in debt $350,000," Warner recalled. To pay off his obligations, Warner said, Sarasin had to make a $7,300 payment each month for the next five years. "He was, in my mind, going to pay the price of that political campaign for the rest of his future," Warner said. ". . . That thought terrified me." Staff writers Jerry Knight and Mike Mills contributed to this report. A LOOK AT MARK R. WARNER PERSONAL Born: Indianapolis. Age: 41. Education: Harvard University, law degree, 1980; George Washington University, bachelor's degree in political science, 1977. Experience: Founder and managing director, Columbia Capital Corp., 1989-present; founder and president, MRW Enterprises, 1982-present; chairman, Virginia Democratic Party, 1993-95; member, Commonwealth Transportation Board, 1990-94. Family: Wife, Lisa Collis; daughters, Madison, Gillian and Eliza. Home: Alexandria. HIS FORTUNE Estimated values of his investments Telular Corp.

$25 million to $50 million Columbia Cellular

$25 million to $50 million Columbia Capital

$5 million to $25 million Columbia Saville Investors

$5 million to $25 million Columbia Saville Ireland

$5 million to $25 million

Investors LP Columbia Skywire Investors LP

$1 million to $5 million Columbia Spectrum

$1 million to $5 million

Management Investors LP Congress Street Exchange Fund LP $1 million to $5 million Nextel Communications

$1 million to $5 million Templeton Foreign Fund

$1 million to $5 million U.S. Cellular Corp.

$1 million to $5 million Alexandria house

$2.1 million King George County farm

$906,000 Other investments

$23,494,000 to 61,294,000 Total:

$97,500,000 to $269,300,000 NOTE: Federal campaign disclosure forms require the value of investments to be reported only within certain broad ranges. SOURCES: Senate Clerk's Office, Alexandria city government, King George County government. CAPTION: Mark R. Warner says he wanted to be set financially before running for office.