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Nonprofit’s plan to develop land near Winchester’s Museum of the Shenandoah Valley triggers uproar

Glass-Glen Burnie Foundation’s sale illustrates the challenges nonprofit organizations sometimes face balancing mission, managing money

The Museum of the Shenandoah Valley in Winchester, Va. The Glass-Glen Burnie Foundation has entered into an agreement to sell 20 acres near the museum that would be used to create about 70 single-family homes. (Duncan Slade for The Washington Post)

Correction: An earlier version of this article incorrectly said the Museum of the Shenandoah Valley received nearly $800,000 from the city of Winchester toward construction of the Trails at MSV. The money was part of state and federal funds obtained through a Virginia Department of Transportation grant administered by the city and matched by the Glass-Glen Burnie Foundation. The city provided an estimated $113,000 in administrative services, not funds. This article has been corrected.

WINCHESTER, Va. — A group of residents in this city nestled in the Shenandoah Valley are trying to stop a proposed housing development near a landmark museum not only because of the impact the project could have on the region, but because it violates the wishes of the philanthropist who sought to preserve the property.

The Glass-Glen Burnie Foundation has entered into an agreement to sell approximately 20 acres near the Museum of the Shenandoah Valley that would be used to create about 70 single-family homes. The foundation — which owns the land and works with another closely connected nonprofit organization to operate and fund the museum — said it needs to make the sale to boost the museum’s endowment.

But critics say the plan conflicts with the stated mission of the charitable organization created by the late Julian Wood Glass Jr., an heir to an oil fortune and an art collector whose ancestor founded the city.

He set up the foundation to preserve “historic properties” in the Winchester vicinity for “educational and other benefit of the public forever,” according to his Declaration of Trust. The document, executed in January 1986, also called for endowing a museum to showcase the valley’s culture and exhibit 18th- and early-19th-century American and British art.

Glass “cherished the fact that he was able to buy some lands back and keep it all in perpetuity for the people of this town,” said Linda Ross, an antiques dealer and former president of Preservation of Historic Winchester. “Why has someone convinced this organization — shame on them — of selling Julian’s property? Because he’s dead and they can do it. It goes against the entire premise of his wishes.”

Leaders of the museum and the foundation said they have been surprised and stung by the uproar.

“We want nothing but good things for the museum and its community, and that includes its neighbors,” said David H.O. Roth, a Texas attorney who chairs the Glass-Glen Burnie Foundation. In an interview, he said trustees have worked to fulfill Glass’s wishes by using the foundation to build an endowment that would sustain the museum’s operating and capital expenses well into the future.

Questions have been raised about the foundation’s explanation for the sale, given that the charitable organization reported more than $5.1 million in revenue and nearly $56 million in net assets in fiscal 2019, according to publicly available tax returns known as 990s. The returns say its six trustees also receive annual compensation ranging from $40,320 to $78,000.

“They have plenty of money,” said Joyce S. Dirting, 71, a real estate agent who has organized opposition to the development. “The biggest issue to me is: Do they have the right to sell it? And even if they have the right to sell it, why not do something more conducive with the museum and for the city and the mission statement?”

Opponents have asked the Virginia attorney general to investigate whether the transaction is in accordance with laws governing nonprofits and trusts.

The controversy over the proposed development illustrates the challenge charitable organizations sometimes face when trying to balance lofty missions with the reality of managing money. The list of nonprofit organizations that ran into trouble over well-intentioned business decisions includes the Baltimore Museum of Art, which floated an unpopular plan to sell some paintings to buy others; the American Horticultural Society, whose ill-fated bid to sell historic River Farm triggered a year of internal and external strife; and the Corcoran Gallery of Art, whose cancellation of a Robert Mapplethorpe show in 1989 — amid concerns his sexually explicit photographs might jeopardize federal funding — caused lasting damage to the now-defunct institution.

Glass, who died in 1992 at the age of 82, was a direct descendant of Col. James Wood, a British immigrant who obtained from Thomas Lord Fairfax a grant to more than 1,200 acres in the Shenandoah Valley and christened it Glen Burnie. Wood also founded Winchester in 1744, the oldest Virginia city west of the Blue Ridge Mountains.

Glass grew up in Nowata, Okla., an oil-gushing boom town where his father made a fortune as a lawyer and financier. The younger Glass became chairman of the San Antonio-based Panhandle Producing Co., and helped administer other small oil companies, all the while moving among New York City, Oklahoma and his family’s estate in Virginia. He also collected art, including early English and American paintings. And he was openly gay at a time when it was illegal.

With his partner, R. Lee Taylor, Glass renovated the Glen Burnie House and its gardens and directed that both be opened to the public upon his death. He also took an interest in the Glass family’s homestead at Rose Hill outside the city, where the Civil War’s First Battle of Kernstown was fought. Those properties, too, now belong to the foundation. The Museum of the Shenandoah Valley, whose $20 million building was designed by architect Michael Graves, opened in 2005.

Over the past 20 years or so, the Glass-Glen Burnie Foundation has worked to unwind Glass’s real estate and oil holdings in Oklahoma, Virginia and Texas, Roth said. That has also included taking inventory of properties in and around Winchester that fit the definition of “historic” lands worthy of preservation and those that might be sold and converted into more liquid financial assets for the museum’s endowment, he said.

The foundation went to court in Oklahoma, where it is chartered, seeking approval for its plans, court documents show. The Oklahoma attorney general’s office offered no objection, and Tulsa County District Judge Jesse S. Harris granted the foundation’s request on Jan. 2, 2014.

“It sounds trite, [but] we want to honor our donor’s intent,” Roth said. “This isn’t our money. It was Julian’s money and Julian’s assets. And he did leave us with this obligation to support what you see in the 990.”

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As the foundation inventoried its assets, trustees came to view the 20-acre parcel off Jefferson Street as one that should be sold, Roth said. It was already zoned for single-family homes, surrounded by existing houses, and it represented a sliver of the foundation’s approximately 200 acres of green space around the museum, including the Trails at the MSV, a paved three-mile looping network of paths that opened to the public in 2020.

For appraisal purposes, the foundation made inquiries with the city about whether the land could be developed, Roth said, given that it is accessible only by a dead-end street. But before it could act, someone contacted the foundation.

“We never listed this property. We got an offer. And the offer was substantial,” Roth said. He declined to say what the offer was because the deal remains under contract. City tax records assess the value of the foundation’s parcel at a little more than $1 million.

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Elevate Homes, a Williamsport, Md.-based developer, proposed creating a planned community with 74 dwellings restricted to residents 55 years and older and clustered around eight acres of green space, according to documents filed with the city by the foundation and the company.

The planned community — which would require a zoning change — would use the foundation’s property plus eight wooded acres of a 13.5-acre residential property belonging to J. Scott and Lauri M. Bridgeforth. The Bridgeforths’ entire property has been assessed at nearly $1.5 million, city tax records show. Lauri Bridgeforth, who sits on the Winchester Economic Development Authority, declined to comment.

Critics accused museum and foundation leadership — and city planners, too — of not adequately consulting the community about plans for the 20-acre site and all but finalizing key decisions behind closed doors, an allegation city and foundation officials deny. Some neighbors said they felt especially betrayed, having recently answered the museum’s call for donations to construct the Trails, which received $1.38 million in state and federal funding from a Virginia Department of Transportation grant administered by the city and $1.23 million in matching funds from the Glass-Glen Burnie Foundation. The city provided an estimated $113,000 in administrative services.

Opponents packed a city council meeting last month to argue against rezoning the property. The measure failed when the council — short a member because of a member’s recent death — deadlocked on a 4-to-4 vote.

But the developer is undeterred. Although Elevate Homes plans to ask the council to reconsider the initial proposal for a planned community when the council has a full complement of members, the existing zoning still confers a right to build as many as 79 single-family homes, planning records show.

“We’re going to appeal the decision, but we’re moving forward with the project,” Matthew R. Powell, Elevate Homes’ vice president for land and acquisitions, said in an interview.

Critics of the plan still hope to preserve the land by challenging the foundation’s sale of a charitable asset. In a letter dated Jan. 7, Kevin W. Mottley, an attorney representing a group of opponents, asked the Virginia attorney general’s office to intervene, arguing that the transaction violates the foundation’s mission and its status as a tax-exempt charitable organization.

Virginia’s attorney general vows to protect River Farm

Others hope the foundation will reconsider, knowing Glass’s stated wishes.

“He would talk about how he really felt that he really wanted to leave something to the people of Winchester,” said Thomas Keenan, 79, an ophthalmologist who treated and befriended Glass. “He would just say, ‘This place has — it’s just gotten to me.’ I have the same feeling he did. This is like God’s country here.”

Jennifer Jenkins contributed to this report.