Mark Stillwell, the Pebble Beach Company''s vice president and general counsel, glides his company car off 17 Mile Drive and onto a dirt pull-out. He has been giving me and photographer Jane Morba a tour of his company''s property while describing an ambitious development plan. We step out of the truck alongside a 29-acre stand of pines. A Red-Shafted Flicker flashes above, lands in a high branch and lets out an echoey cry. The ocean sounds in the treetops.

According to a plan that the Pebble Beach Company (PBC) has been working on for five years, this small forest, located just up the road from the Spanish Bay resort, will be replaced by a 17-acre driving range, golf-teaching facility and a parking lot. Stillwell explains that, to the company''s way of thinking, a five-star hotel and golf course ought to have a driving range.

"Our perspective is, we need this for the resort," he says. "We''re setting aside hundreds of acres elsewhere, so let us do what we want here."

It''s a classic trade-off. Under the plan, PBC will permanently place 425 acres of forest land into open-space protection. This is land that PBC claims is developable, land that was zoned for residential housing, and land that is now covered in forest.

In Stillwell''s eyes, this plan embodies the environmentally conscious vision of the four Pebble Beach Company principal owners-often called the "dream team."

These four men, Peter Ueberroth, the former Olympics boss and commissioner of baseball; Dick Ferris, the former CEO of United Airlines; golf legend Arnold Palmer; and Pebble Beach resident Clint Eastwood, swept in to purchase the company in 1998 for $820 million from a Japanese consortium that had rescued it from bankruptcy three years earlier. In Stillwell''s view, that was the moment Pebble Beach Company''s salvation from rampant development was secured.

"They bought Pebble Beach Company out of a desire to preserve the place, to be part of its future," he says.

This definition of preservation is unlike any I''ve heard before. To me, preservation has always meant leaving things pretty much as they are. To PBC, it''s a project that will involve the construction of a huge new golf course, more than 100 hotel rooms, 33 houses, 60 apartments, 11 "golf cottages" and three parking lots. It involves the relocation of a 40-acre equestrian center right into the middle of a wildlife preserve. It involves cutting down more than 15,000 trees, including 100 acres of prime old-growth Monterey Pine forest, plus a bunch of live oaks and rare cypresses. A half million cubic yards of earth will be moved. Over the course of an afternoon, Stillwell has spun this plan into what looks like an environmentalists'' dream come true.

"We always try to do the right thing," he says earnestly. "I live here with my family. As an employee and a resident, I see this as a win-win. If I wasn''t an employee, just as a resident of Pebble Beach, I''d be the first to line up to say, ''How do I support this?''"

It would be easy to dismiss this as an embarrassing bit of corporate cheerleading, but Stillwell, a lawyer who in the early 1990s fought on behalf of the citizens of Alaska against oil conglomerates, speaks with an admirable sense of conviction.

It''s working. Over the past couple of hours, I have found myself contemplating the possibility that this man, and the company he represents, is the ideal corporate citizen-an honest, principled practitioner of enlightened self-interest.

This spin is not surprising. The plan Stillwell is selling me grew out of the 5,000-word-long Measure A, a Pebble Beach Company-sponsored initiative pitched to voters in 2000 with the slogan "Save The Del Monte Forest." Opponents saw this as a cynical ploy, and pointed out that the plan in fact called for major commercial expansion. Nevertheless, Measure A won by a landslide-70 percent of Pebble Beach residents liked it, and so did two-thirds of Monterey County.

The plan is now on hold, awaiting an Environmental Impact Report that was supposed to be released at the end of this month. But last week, the EIR was sent back to the consultant who''s writing it. When it reemerges a month from now, it will be sent to the County Planning Commission, the Board of Supervisors and the Coastal Commission for approval. Then, perhaps, the bulldozers will move in and the work of saving the Del Monte Forest will begin.

Photo: Measure A Appeal: Pebble Beach vice president Mark Stillwell (left) says the whole purpose of the PBC plan is to save the forest.

My Back Yard

A lot of the locals call Pebble Beach "The Forest," as in, "I live in The Forest." It''s shorthand for the Del Monte, a name once reserved for the upper half of Pebble Beach but now often synonymous with the whole place.

Del Monte Forest is also the name given to the vast woods that covers parts of Carmel, Pacific Grove and New Monterey. In that sense, the Del Monte is one of four native Monterey Pine forests in the world. (The other three are at Jacks Peak, around Point Lobos, and in a small, isolated pocket down by Cambria.)

I live in that forest. My apartment looks out past a big pine, north across the bay. When I walk to the store in the morning to get the paper, I pass under 100-foot-tall trees that, depending on the day, glow orange in the dawn or drip fragrant fog.

The best thing about this neighborhood is the woods 15 minutes away by foot, across Highway 68. From there, a maze of trails, built by the Pebble Beach Company 80 years ago as bridle paths, meanders all the way to the water.

Because of the Monterey Pine''s open architecture-its lowest branches are 40 or 50 feet up-the place offers stunning vistas. One network of these trails leads into a steep, wooded canyon that yields perfect views of the sun setting on the ocean two miles away. Another trail leads out to Asilomar Beach. If I''m feeling ambitious and have the time, I can hike trails south into the thick-wooded Pescadero Canyon and all the way to Carmel Beach.

Until 2000, almost all of these woods were zoned for housing. Maps show as many as 1,000 home sites. Later this was downsized to 700 or so, then further cut to 315. Pescadero Canyon was slated to be decimated to make room for a golf course.

When Mark Stillwell or anyone else involved with the project discusses it, they do not compare the current plan with the place itself; instead, they compare it to these maps. Measure A reduced the number of homes on these maps to 33. It took most of the proposed development out of the forest. Hence the "Save the Forest" spin.

There is some question, however, about whether these things would ultimately have been approved. The County Board of Supervisors, the Coastal Commission et al, may have nixed the whole idea anyway. Various versions of the plan in fact had already been shot down. Perhaps PBC is simply making a virtue of necessity.

I had studied all of the maps, and the plan certainly looked good. I wanted to see what it looked like on the ground.

Our tour begins at the Lodge. Stillwell shows me and Morba where the new "guest services" facilities will be located-two buildings that will contain 26 and 32 hotel rooms. He points out that each will be located in the "footprint" of a currently developed area.

To a certain extent, the same can be said for the proposed golf course. After leaving the Lodge, we drive to the Equestrian Center, which will be demolished to make room for the course reportedly dubbed The Forest. According to the site plan, 15 of the fairways and holes will be located where the stables, show rings and polo field now stand. Three of the holes will be located on an abandoned quarry. According to Stillwell, the plan also shows that 5,034 big, healthy Monterey Pine trees and 500 California Live Oaks will be taken out to make room for the course. Stillwell does not go out of his way to show us that patch of woods.

We move on to Spanish Bay, where he points out where more hotel rooms and some employee housing will be located. He describes traffic and circulation improvements-amenities, he points out, that will benefit not only residents but also the 100,000 tourists who cruise 17 Mile Drive every year.

Photo: Fore Man or For Nature?: Pebble Beach''s seven golf courses are already a world destination. The current plan would add one more.

The Facts on the Ground

Throughout our tour, I have been digging for some inside dope. I want to know who is responsible for this plan. To be honest, I have a suspicion. I''m thinking it''s Clint.

Stillwell doesn''t know, or won''t say. "We''re team-oriented," he says. I press him: but you were in the meetings; who came up with the idea first? "I can''t remember three weeks ago," he says, "much less three years ago."

We are now deep in the woods, having driven past a gate and up a dirt road that borders the Sawmill Borrow, an abandoned sand mine proposed as the site for the relocated Equestrian Center. Stillwell points out the obvious: the place is pretty much already a mess. Why not put a nice riding facility here?

Stillwell does not volunteer the fact that this very spot was set aside by the Company as "mitigation," a bargaining chip, to allow the construction of the Spanish Bay resort 10 years ago. Back then, Pebble Beach needed sand to rebuild the dunes impacted when they built that resort, a demand made by the county. In return for being allowed to haul the sand out to Spanish Bay, the company offered to restore the Sawmill Borrow and to replant trees. The restoration, apparently, didn''t take-the place still looks pretty beat up.

When asked about this, Stillwell again points to the new mitigations-the 425 acres of undeniably more beautiful, more biologically significant, and ultimately more valuable forest land that would be placed in permanent open space as the deal goes through.

I return to the question that has been haunting me. Maybe it''s simply because it would be good for the story, to find the source of the plan. Maybe it''s because I have been a Clint Eastwood fan since high school. Stillwell gives me a patient look and shrugs.

Clint''s movie persona-the soft-spoken, unassuming cowboy/cop with a hard-as-nails badass attitude-seems to carry over into real life. Here, Clint is seen alternatively as a crusading environmentalist and a rapacious developer. He bought the historic Mission Ranch when it was about to be replaced with a bunch of condos. He bought the Odello property, at the gateway to Big Sur, and donated it to the Big Sur Land Trust. Then he built the mountaintop Tehama golf course, which a lot of people wish was still a plain old mountaintop.

Whether Clint Eastwood is just the pretty face or is the brains behind the operation, the dueling sides of his nature seem to have infused the Pebble Beach Company''s plan. Beginning with Measure A and continuing to this day, the PBC''s philosophy blends altruistic motives and profit motives. It is not noblesse oblige, the European notion that the rich have an obligation to be good; it is the very American idea that what''s good for business can be good for the world.

One Man''s Vision

Clint is not available for an interview, but I get the next best thing: an audience with his longtime business associate and friend, Alan Williams, principal partner of the Carmel Development Company.

Williams looks like he could appear in one of Clint''s old cowboy movies. In fact, he looks like the actor who might play Alan Williams in the story of Clint''s real-life dramas. He''s a huge man, with an almost intimidating smile and piercing blue eyes. Wearing a pressed blue silk shirt and big cowboy boots, he sits behind a conference-table-sized desk that makes him appear to be of normal stature.

Williams has worked with Eastwood on a number of projects, including Tehama and Mission Ranch, and he speaks about Clint the way one might about a friend who is also a hero.

To hear Williams tell it, the Del Monte plan is simply smart business, because it recognizes that Pebble Beach''s main asset is the forest itself. The previous plans-even the stripped-down version with only 315 houses-didn''t fit in with that.

"The management of Pebble Beach had been foreign and overseas," he recalls. "They were focused on liquidating the assets they''d bought. I don''t think they recognized the significance of the Del Monte Forest. To Clint, the idea of taking the forest he had driven through for years and seeing it clogged up with houses, that wasn''t palatable."

To understand this, Williams says, you have to look at "the history of the man." He proudly tells the story of Mission Ranch, explaining how his company, under Clint''s direction, turned a dilapidated inn into a world destination. Even Tehama, he says, was designed to protect the area as open space. "This mountain would have been covered in houses," he says.

He points out that the current Pebble Beach plan, which was created by Carmel Development Company, incorporates years of comments from the Sierra Club, the US Fish and Wildlife Service, the state Department of Fish and game, and the Monterey Bay National Marine Sanctuary. "We had a lot of help," he admits.

And so, staying on-message, he insists that the golf course, hotel rooms, etc., were designed simply "to put energy and vitality" into the plan and to further the real goal- "to create the economic engine that will preserve the forest.

"That is our legal contract and our moral contract with the community," he says, hammering a large forefinger down on his desk.

Williams'' partner, the architect Michael Waxer, picks up on this theme.

An MIT grad with wire-rimmed glasses and a faint beard, Waxer is an avowed environmentalist and enthusiastic proponent of solar energy (he was once on the board of the Ventana Chapter of the Sierra Club, and is still a member). He puts forward a complex theory espousing a new way of protecting the environment, one that eschews government regulation in favor of government incentives. He also has a strong faith in the theory of enlightened self-interest. He uses that word, "enlightened," several times when speaking about the ownership of the Pebble Beach Company.

"Clint is operating at a different level from the rest of us," he says. "His bottom line is different from other people''s. Clint operates at a long view." Waxer believes that with the Del Monte Forest Plan, Clint is trying to create a legacy. He believes this is not all that unusual.

"Many people, including affluent people, want to do good things," he says. "I use the term ''goodness.'' If our systems can encourage that in people, we''re going to succeed."

By now, I have been spun so hard for so long, I am getting dizzy. This is exacerbated by the fact that Waxer then describes George Bush as something like a "Kennedy Democrat"-his term-and begins to speak abut Bush''s encouragement of hydrogen fuel-cell technology.

I stop him. "Michael," I say, "you may have convinced me that there are good things in your project, but please don''t try and convince me that George Bush is an environmentalist."

He smiles. I''m smiling too, and he seems to think I''m joking.

Photo: Spruced Up: PBC is paying to have several Gowen''s cypress trees dug up and relocated to make room for a new Equestrian Center (left). Carl Nielson and Ted Hunter (middle) think of Pebble Beach as a residential community, not a resort company. A stack of Monterey pine logs, in the PBC corporate yard, would get a lot bigger if the current plan receives approval.

The Oldtimers Revolt

Ted Hunter, the most vocal opponent of the Del Monte Forest plan and Mark Stillwell''s nemesis (my term), lives in a modest but lovely ranch house on the sleepy corner of Bristol Curve and Bristol Lane, just down the road from the Spyglass Hill Golf Course. Looking in every direction from his front porch, one sees nothing but Monterey Pine forest. If the plan is approved, and the development proceeds, this piece of forest will be cut down and replaced with a golf course. His quiet street will be replaced by a re-routed Stevenson Drive-a main arterial route.

Hunter does not look forward to looking out from his living room at a near future of heavy construction and a long-term future of "endless tourists looking in my window." A former advertising executive who retired to The Forest with his wife 20 years ago, he is a soft-spoken, genteel man who favors golf shirts and smiles a lot. But this thing seems to strain his patience.

Hunter sees the Del Monte plan as an inappropriate commercialization of the place he calls home.

"People voted for Measure A because they saw Clint''s face on TV, and they saw the pictures of the pretty forest," he says. "They didn''t see the commercial mess it''s going to make of a beautiful residential community."

His bottom line is just one man''s opinion, but it contains an undeniable ring of truth: "If there''s one thing we don''t need around here, it''s another damn golf course."

Hunter is a longtime member and former president of the Del Monte Forest Property Owners Association, which represents a majority of the homeowners in The Forest. That group supports the company''s current plan, so Hunter three years ago launched a new group: the Concerned Residents of Pebble Beach and Monterey County, to fight Measure A. His kitchen table serves as the organization''s headquarters. We met there last week, joined by his co-chair, Carl Nielson.

Nielson, a retired corporate executive for Hughes Aircraft who retired to The Forest in 1989, believes Measure A was a sham, and that the plan that grew out of it will destroy the community''s peaceful character.

"When this thing first came about, and the TV ads were saying ''Save the Forest,'' I remember my wife sat down and looked at me and said, ''They don''t need Measure A to save the forest. They own the forest. All they have to do is put it in an easement.''

"And you know what? She was right. This is sophistry at its best."

Both men list numerous reasons for their opposition-some based on principle, some based on their history of dealings with the Pebble Beach Company, and some based on personality.

Nielson moved to Carmel in 1999, but he stays in the battle. He has debated Alan Williams publicly on two occasions, and states unequivocally that he found the man to be "rude."

He says of Williams and Eastwood: "Both of them can be very, very aggressive when dealing with people who don''t agree with them."

Hunter, clearly, has his own personal issue at stake.

"This plan is changing the whole environment of my home," he says. "When people talk about property rights, that''s a whole big basketful of things, and it''s all in the eye of the beholder. But I assure you, the use of this property will be altered by these changes."

Despite what appears to be deep feelings on the part of both men, they aren''t asking for much. They seem to understand that their kitchen rebellion doesn''t stand a chance to do much more than influence things slightly.

"We don''t want to stop the development," Hunter says. "We just want better balance. We think there should be compromise on the amount of development."

Frankly, neither man sounds hopeful. Nielson, who seems to have run out of patience for foolishness some time ago, points out that with a new governor soon to take office, the makeup of the Coastal Commission is about to change (the governor appoints four of the 12 members on the commission). Hunter groans in agreement, then adds: "And you know damn well Clint will be up there [in Sacramento] getting his finger in that pie."

Photo: Riding Away: The current Pebble Beach equestrian center (left) is slated to be relocated in favor of a new golf course. Designer Forest: Architect Michael Waxer, and developer Alan Williams (right), both of the Carmel Development Company, say a forest designed by man can be a good thing.

Maze of Trials

Every which way Clint Eastwood and the Pebble Beach Company turn right now, they run into Dave Potter.

Last week, in his role as a member of the Monterey Peninsula water board, Potter considered a PBC draft ordinance to sell off $22 million worth of water entitlements in order to pay for upgrading its graywater treatment plant. (The usually fractious board granted the plan its unanimous approval for the first reading of the ordinance, which should mean that 100 percent of the company''s golf courses and other properties will be irrigated with recycled water.)

In his role as a member of the California Coastal Commission, Potter will review the Del Monte Forest plan EIR when it comes back from the consultant in a few weeks or so. And as a member of the County Board of Supervisors, Potter will again be asked to approve the plan following a review by the Planning Commission.

Although he supported Measure A, Potter says he has not taken a position on the current plan it spawned. In fact, he says he hasn''t seen the current plan, which has been around for two years.

It would be premature, Potter says, for him to get involved. He''s waiting to hear from the County''s planning staff, and he does not want to pre-judge the thing until the professional planners have their say. He was not surprised to learn that the EIR, which was scheduled to be released this week, has been sent back for a closer look.

"I would guess there''s going to be focused discussion on two areas," he said, listing "the [Monterey] pine forest which is an ESHA [Endangered Species Habitat Area], and wetlands."

(Just for fun, I ask Potter if he knows who dreamed up the current plan. He''s watched it evolve for close to a decade, he''s had a one-on-one with Pebble Beach CEO William Perocchi about it, and nobody in the public sphere is more tied up with the Forest''s fate. "I would guess maybe Eastwood himself," he says. Why? "Clint would have more of a passion for preservation of Pebble Beach." )

Tom McCue, the county planner heading up the Del Monte Forest Plan, is reluctant to speak directly about whatever it was he saw that caused him to send the EIR back for more work. But he speaks in general terms about four areas of concern.

Biological issues, such as endangered species (like Hickman''s potentila, and Yadon''s piperia-found in this forest and nowhere else) present a challenge. Some traffic questions still need to be resolved (Ted Hunter is crossing his fingers on Bristol Curve). And McCue says some historic resources need more careful consideration. "The analysis of some of these just isn''t sufficient yet," he says.

"We want to make sure that each impact is clearly analyzed so people can read it and understand it."

The sheer size of the project makes that a daunting task. "This is basically the build-out," he says. "This is everything they intend to do out there. That''s why the analysis is so complex."

He admits that the project''s controversial history makes the job a little harder. "There are a lot of people with strong feelings on this," he says.

McCue does not want to provide any value judgments. He concedes that the environmental impact that would result from the plan is clearly significant. And he recognizes that the mitigations being offered are valuable.

"It''s a decent argument," he says. "We''re looking at whether it''s sufficient."

To Rita Dalessio, chair of the Sierra Club''s Ventana Chapter, the problem with the plan is that it''s being compared to a fantasy: the previous scheme to cover The Forest in houses.

"We don''t agree that that was going to happen," she says. "That''s a classic developer''s maneuver: to describe something that could have happened as though it actually would have happened. I don''t know that the Coastal Commission would have allowed it."

She says the Sierra Club''s opposition is based on science, and recognizes that the Del Monte Forest is a unique habitat.

"The natural world has a different look here than it does in other places," she says.

She cannot buy the notion that the Pebble Beach Company''s motives are at all altruistic. "Self-interest and greed" are driving the proposal, she says. And she dismisses Michael Waxer''s claim that the plan is about preservation, and that his relationship with the Ventana Chapter of the Sierra Club proves it. "He infiltrated the board, is how I heard it," she says, referring to Waxer''s stint as the "dark days of the local Sierra Club."

The chief architect of the plan, the Carmel Development Company''s Alan Williams, says the proof goes back to 1999, when he and Eastwood decided to take the idea public with their million-dollar Measure A campaign.

"Clint wanted to create a prophesy of what is going to be there, not only for the owners, but also for the residents and the public," Williams insists. "And the prophesy was: the Del Monte Forest will be preserved."