The D.C. government is preparing to rent out a choice tract of Georgetown waterfront property for use as a restaurant parking lot at an annual rental that industry professionals say is less than one-tenth of its value on the open market.

The lease plan is one facet of a deal under which the owners of Clyde's restaurants plan to buy the former presidential yacht Williamsburg and convert it to a 500-seat floating restaurant to be tied up along the Georgetown waterfront.

Under terms of the proposed lease, according to participants in the deal, the city will get $24,000 a year for up to 35 years in exchange for allowing 2.6 acres between 33rd Street NW and Key Bridge to be used for both underground and surface parking for the restaurant.

But according to leasing agents and others in the business, an owner of that much land along the waterfront could expect to net $300,000 to $400,000 a year from it as a parking lot.

"If I owned that land, I would put it out for bids and they would come in at $200,000 to $500,000," said one who knows Georgetown well. "That's what I would get out of it."

Another calculated that the property could hold about 375 parking spaces, which would generate gross revenue of about $450,000, of which some $50,000 would have to go to attendants, tickets and other overhead.

But John Laytham, one of the owners of Clyde's, said his purchase of the ship is contingent upon the signing of the $24,000 lease. He termed the lease amount "not incredibly significant" when compared with the tax revenue and jobs he believes it can generate.

"What's the appraisal value of land that you don't do anything with? It's only worth what you do with it," Laytham said. "If you were a developer, what would you pay for a park you can't do anything with?"

Many residents of Georgetown are incensed over the plan, though less over the price than because the city had promised a park on that site and has agreed to turn the property over to the Park Service for that purpose. They have vowed to fight the plan.

However, one of the ship's current owners, Willem Polak, said he considers the signing of the 35-year waterfront lease with the city "a fait accompli."

"When we consummate the lease, we get to use the property," Polak said.

Polak said he originally negotiated the lease terms with the city in 1977 in connection with docking the Williamsburg in the Potomac River near Blue Plains sewage treatment plant. Polak said he and his partners have had "an arms-length lease" with the city to dock the boat at Blue Plains.

Another current partner in the Williamsburg venture, Richard McCooey, owner of 1789 restaurant in Georgetown, said the right-of-entry agreement on the waterfront property dates back to the administration of Mayor Walter Washington. It is an arrangement, he said, that "looks, acts and smells like a lease. It's just as strong and legally binding as a lease."

The property along the river at the foot of Georgetown has been the scene of continuing battles between Georgetown residents, who wanted to have it turned into a park, and developers and the city, which favored development.

City officials had promised last summer to transfer title to all of the land along the river -- between the Washington Harbour development and Key Bridge -- to the National Park Service by Jan. 1, 1985.

Because of delays over the terms of the transfer, however, the city is just now preparing to turn over title to half of it some time in the next few weeks.

In a memorandum of agreement signed by the city and the Park Service last fall, the Park Service agreed to have the land transferred in two sections. It also promised to honor all leases and easements in force at the time of the shift as a condition of the land transfer.

The first section, from 31st Street NW to just west of Potomac Avenue, would be transferred as soon as approved by the D.C. City Council. The second parcel, from Potomac Avenue to Key Bridge, would be transferred in about five years, after it is no longer needed as a public works facility for the reconstruction of the bridge and the Whitehurst Freeway.

Sarah Campbell, federal affairs director of the D.C. Department of Public Works, said that as soon as the Park Service and the city reach agreement on the details of the site documents, her office will forward the package to the City Council for a vote.

The proposed Williamsburg lease and the memorandum of agreement between the Park Service and the city have provoked protests from the environmental and citizens groups that have fought for years for a Georgetown waterfront park.

Georgetown Citizens Association President Juan Cameron says that group will fight the Williamsburg parking project on three fronts: before the Corps of Engineers, which grants permits to build structures in the Potomac River; before the Alcoholic Beverage Control Board, which grants liquor licenses, and before the Federal Highway Administration, which sold some of the land in question to the city in the 1960s, prior to the construction of Interstate 66.

But the principal objection is to the city's willingness to let Clyde's put a parking lot where it had agreed that a park would be.

"A lot of people in Georgetown are perfectly willing to have the boat, but not 300 or 400 pieces of shiny tin where there's supposed to be a park," Cameron said.

"The mayor has consistently promised all that land to the National Park Service," said Ann Satterthwaite, who chairs the citizens' association waterfront committee. "He has always stated that.

"The Clyde's people have a great deal, but they don't want to invest it unless they can make it go, and they think they need the parking lot," Satterthwaite said.

Clyde's owners Laytham and Stuart Davidson say they have a $400,000 option to buy the Williamsburg. They expect the entire project -- restoration and transport of the rusted 243-foot vessel, construction of underground and surface parking, "site improvement" and rental and interest expenses -- to cost about $10 million.

Although Mayor Marion Barry publicly supports the Williamsburg project, the city backs off from endorsing provisions of the lease agreement.

"We are very serious about concluding negotiations" on the Williamsburg, said the city's Campbell. "There was a lease drafted by the lawyers for the project . . . but that lease is just one person's bargaining position."

Campbell also said, however, that the city "is in support of the Williamsburg as an activity center on the waterfront."

Campbell noted that "parking is the main problem" Georgetown residents have with the project and the city's approval of it. But she dismissed those objections as irrelevant in view of the city's plans to use the property for construction activity during upcoming road improvements.

"We intend to encumber an amount of that property for five years for Key Bridge and the Whitehurst Freeway," Campbell said.

The ship's current owners contend their arrangement with the city has included parking since early 1978, when they first entered into the right-of-entry agreement that still stands.

"We discovered that the parking down there was all used up," McCooey said. "I said I wasn't going to be involved in this until we had some parking, so we moved up towards Key Bridge. We've had that parking for eons.

"It's not like we came along and ruined someone's idyllic dream for a park. We were already there," he said.

McCooey pointed to the ship owners' years-long agreement with the city over the Williamsburg while refuting citizens' charges that the lease derives from the parties' political connections. The other owner of the Williamsburg is Stuart Long, a Capitol Hill restaurateur and longtime political supporter of Mayor Marion Barry.

"We had a lease with Walter Washington," McCooey said. "It's not just something that has to do with Barry and our friendship with Barry." The group said last fall that they had been unable to secure the financing to convert the yacht into a restaurant and that they would sell it to Clyde's. Barry announced during a Potomac River cruise in October that he supported the Williamsburg restaurant and an adjacent parking lot.

Part of the considerable expense of renovating the Williamsburg, the gunboat-turned-yacht of President Truman, will be incurred when it is towed to a shipbuilder in Norfolk, where the above-deck superstructure will be sheared off.

The superstructure is then supposed to be towed separately to Georgetown, because it is too tall to clear the Potomac River bridges, which D.C. harbor police say have about 17 to 18 feet of clearance above the water. None of the bridges open as drawbridges, the harbor police said.

In its present condition, the Williamsburg is thoroughly rusted and becomes mired in the river bottom during low tide. However, the question of what would happen to the 2.6 acres of land covered by the lease if the restoration were unsuccessful or if the boat were damaged by weather has not been resolved by the city, according to Campbell.

"If it's not the Williamsburg, there has been talk of substituting an appropriate vessel," Campbell said. "But the Williamsburg is the primary interest to these parties. I don't know that we have come to settlement on that particular point."