Until 1968, many Washingtonians looked at Charles County as nothing more than a tobacco road with slot machines. There was no reason to stay in the county any longer than to gamble, get a quick bite to eat and head back home.

When Maryland banned gambling in 1968, developers looking for new frontiers saw promise in Charles County's lower land costs, accessibility to major roadways and acres of countryside.

Gradually, over the past 15 years, developers have steered the predominantly rural, 458-square-mile county toward becoming a bedroom community for Washington area workers. Eventually, developers and planners say, they want to turn Charles County into a prominent center for local and national businesses.

"In 20 years, the county will be one of the premier counties in the area," said Charles E. Stuart, a senior vice president at Interstate General Corp., the parent of St. Charles Associates, which is developing the community of St. Charles. "We have a clear canvas and on it we can paint a picture of beauty."

Located 18 miles south of the District, Charles County is a peninsula bounded by the Potomac River, Prince George's and Calvert counties. Since 1950, the county's population has nearly quadrupled, totaling 87,009 last year, according to the Maryland Department of State Planning. According to 1985 figures from the Metropolitan Washington Council of Governments, the average Charles County household earned $35,091, compared with an average of $41,385 in Montgomery, Maryland's highest average household income, and above Prince George's average of $33,332. The county's 2.5 percent unemployment rate and real estate tax of $2.28 per $100 of assessed value have given newcomers additional reasons for relocating to the area.

Charles and Beth Lueck bought a four-bedroom home in Quailwood, a residential project in La Plata, after spending more than a year looking at homes in Northern Virginia, Montgomery, Howard, Prince George's and Calvert counties.

"I feel we got a lot more for our money," said Charles Lueck, a program manager with the U.S. Postal Service in Landover. He and his family lived in Clinton for 10 years before deciding they needed a bigger house. "There seemed to be a lot things we are getting out here that we didn't find in some other areas that were considered quality neighborhoods."

Starting with the development of St. Charles in 1971, major national and local developers have been attracted to the area to build apartments, town houses and single-family homes costing between $55,000 and $175,000 and, along Rte. 301, strip shopping centers filled with fast food restaurants and discount department stores.

Nearly 75 percent of the county's population commutes to jobs in neighboring counties, and county officials say they would like to reverse that trend by attracting more businesses to the county. Many of the businesses that have already come to Charles have opened along Rte. 301 and are concentrated in Waldorf, St. Charles and La Plata.

At the heart of the county's growth is St. Charles, which already has more than 23,000 residents and is expected to top out with 89,000 residents when completed in the year 2015. In the new town's 9,100 acres, there are already 3,456 single-family homes, 1,384 apartments and 1,829 town houses filled with many former residents of the District, Montgomery and Prince George's counties, as well as a core of small retail and service businesses and light industrial plants.

St. Charles, a relatively slow-growing "new town" in comparison to other new towns, was started in part with loans from the Department of Housing and Urban Development as part of President Lyndon B. Johnson's push for new towns under the New Communities Act.

St. Charles has an extensive comprehensive plan that has served as a model for the county. The community is a collection of five villages: Smallwood, Westlake, Fairway, Wooded Glen and Piney Reach, which all have community centers, swimming pools, tennis courts, small shopping centers and schools serving three or more smaller neighborhoods. The community also has three industrial parks, set back behind trees and other landscaping so that they are hidden from the neighborhoods.

Even though St. Charles' developer, Interstate General, faced a great deal of skepticism from local planners and developers when the company first bought the tree- and shrub-filled land in 1968, it gradually quieted its critics. Citing the potential for growth in the area, Melvin Simon Co., the nation's second-largest shopping center developer, purchased a 160-acre site two years ago and is developing a 1.2 million-square-foot retail facility adjacent to St. Charles on Rte. 301. Such major department stores as Sears, Montgomery Ward and Hechts have signed leases at the complex.

"Some see {St. Charles} as a drain to county services," said Raymond T. Tilghman, executive director of the Charles County Economic Development Commission Inc., whose mission has been to help retain and promote businesses in the county. "But it has been a positive influence because it's planned growth."

Tilghman, who has lived in the county for 25 years and who has been president of the County Commissioners and mayor of La Plata, owns Exxon and Ford parts distributorships. He and other longtime county officials said St. Charles has served as a catalyst to development in the entire county. Since 1972, he said, the county has been installing water and sewer lines, anticipating the coming growth.

But Tilghman said he does not expect the county to become an overnight corporate address for high-technology or Fortune 500 companies, though he said he hopes the county can attract spinoffs of these companies, such as light assembly or data-processing facilities.

"Nothing would please me more than to bring in an IBM or Xerox, but they don't move everyday," he said. "We have to look at the spinoffs of these companies... . I'd prefer to see a lot of companies with 10 to 15 employes and, as they grow, we can grow with them. I really don't want the county to be suddenly confronted with 2,000 new people in the area if a big company decides to move to the area."

One of the larger projects proposed in the county is Riviera, a $2 billion, 2,246-acre residential and commercial project along the Potomac River shoreline. James H. Burch, the original developer of the PortAmerica development in southern Prince George's county, is the developer behind this project. County officials are in the very early stages of reviewing the proposal and plan to carefully study its impact before taking any action.

Tilghman and other residents said one of their major concerns -- which is no different than their neighbors -- is making sure there are adequate roads to handle the additional influx of people.

"For a county of people used to moving up and down {Rte.} 301 with no problem, we really need some relief," said Bob A. Thompson, president of the 700-member Charles County Chamber of Commerce and owner of Southern Maryland Floor Co., an 11-year-old La Plata-based carpet and floor installer.

He is working with the economic development commission and state highway officials to improve Rte. 301 and other well-used thoroughfares in the county. Residents say formerly routine 30-minute trips between Waldorf and downtown Washington are now nightmares, sometimes taking twice as long depending on the time of day.

James Mitchell, 80, a retired circuit court judge and owner of a local newspaper who has lived in the county all his life, is worried that the development is too rapid.

"I hate to see all the farmland disappear," said Mitchell, who still lives on the family farm. The road on which his farm is located and an elementary school are named after his father, Walter. "It used to be a community where you knew most everybody. Now, you go into a store in town and you hardly recognize anybody."