Two of Fairfax County's most successful, and often controversial, land-use law firms are making sure they get their share of the wealth to be generated by the mushrooming growth under way in Loudoun County.

Hazel Beckhorn and Hanes, headed by John T. (Til) Hazel Jr., is merging with a Leesburg law firm.

Bettius Fox and Shumate, headed by Marc Bettius, will soon establish an office or affiliate with an existing firm, either in the Route 28 corridor or in Leesburg. Bettius is the lawyer who led the recent court challenge to the Fairfax County Board of Supervisors' decision to downzone land in the Occoquan Water Shed.

Lawyers with both powerful firms confirmed their intentions to operate in booming Loudoun County and become more involved in the legalities of commercial development in Loudoun.

Hazel Beckhorn and Hanes will merge with Nalls Chamblain & Chapman, a Leesburg law firm already baptized in local land-use issues, according to Loudoun County sources.

In addition, Thomas Nalls represents Theodore Lerner, a longtime client of Hazel's. Nalls and Hazel both were involved in Lerner's unsuccessful efforts several years ago to get Loudoun County to approve a regional shopping center at the intersection of Route 28 and the Leesburg Pike. That plan has now resurfaced, and Nalls is handling the current rezoning effort.

Hazel has represented Lerner in landmark Fairfax cases, including the 1984 rezoning of the giant Tysons II project. However, in that case Lerner took a back seat to the development's lead partner, Homart Development Co., a wholly owned subsidiary of Coldwell Banker Real Estate, which is owned by Sears, Roebuck and Co.

Shumate, managing partner of Bettius Fox and Shumate, said his firm "had hoped to have already located in Loudoun by this time," but the decision on whether to open a branch office or affiliate with a Loudoun firm has not yet been made. Shumate personally has done a lot of land-use work in Loudoun and is involved in numerous rezoning issues involving Fairfax land along the Loudoun County line in the Route 28 corridor and in areas under the flight patterns leading across Fairfax to Washington Dulles International Airport.

Frank McDermott, an attorney with Hazel's firm, said the firm was merging with Nalls Chamblain & Chapman because it wants to be more involved in Loudoun.

"I think there is a place for us in the market there," McDermott said.

Most Fairfax lawyers and developers would agree. Both Hazel Beckhorn and Hanes and Bettius Fox and Shumate already represent developers doing business on the Loudoun-Fairfax line.

"We want to make sure our clients know we have a presence in Loudoun," Shumate said. Until a few weeks ago, the Bettius firm was named Bettius Fox and Carter but lawyer Frank Carter has decided to play a less active role in the firm, said Shumate, the managing partner.

There is speculation whether Hazel himself will appear at hearings on Loudoun zoning cases. Since Tysons II was approved, he has lowered his profile in zoning cases. This year, however, he was considered a major force in getting the Virginia legislature to lift the cap limiting the amount of locally generated road bond dollars Fairfax can spend each year. And, Hazel's friends say he's having more fun with his own development projects.

As a land-use attorney, Hazel has been credited with fathering Fairfax County's road-proffer system, which allows developers to offer to make major road improvements that become legally binding in the county's rezoning processes. Observers said it will be interesting to see if Hazel, or those associated with his firm, can establish a similar system in Loudoun. The system is sanctioned by state laws Hazel helped create a decade ago.

Bettius is considered to be a flamboyant man in the courtroom and in appearances before zoning boards, which he generally now shies away from. Shumate, considered by fellow lawyers to be one of Fairfax County's most polite land-use attorneys, is that firm's man appearing before the board of supervisors these days and negotiating deals between developers and residents.

Bettius' most recent highly publicized case was his challenge to the Occoquan decision. Even though the court upheld the county's right to downzone, it also held that Bettius' three clients could develop their land without adhering to changes downzoning would have imposed. However, the downzonings apply to major chunks of existing land in the water shed.

Bettius is probably best known in Loudoun for his involvement in land-use changes that led to the development of the mixed-use Countryside development along the Leesburg Pike northwest of Sterling Park.

Lawyers with both firms said their respective operations will continue to work in Fairfax.