<p>At Mako's Cantina, a giant poster advertising the weekly $1,000 Buckhead Bikini Challenge is starting to peel and fade.</p><p>A note from FedEx hangs on the door of neighboring Tongue & Groove, announcing that no one was around to receive a package at the dance club where celebrities like Michael Jordan and Jamie Foxx once partied.</p><p>Two overturned, plastic ashtrays are all that's left on the deck of Buckhead Billiards at 9 p.m., a time when the bar once would have been packed.</p><p>"It's like seeing a whole town disappear in front of my eyes," said Larry Hall, looking at the swath of empty bars from in front of Park Bench Tavern, the pub he owns across the street. "Who was it that came in and burned everything? Sherman? That's what it feels like."</p><p>For decades, Buckhead Village, eight blocks dominated by flashy, sometimes-rowdy nightclubs, has been famous _ some would say infamous _ as Atlanta's hottest nightlife destination.</p><p>Now, those bars sit empty and boarded up as Atlanta awaits a $1.2 billion project that developers and city leaders say will turn the strip into a Southern version of L.A.'s Rodeo Drive.</p><p>The Streets of Buckhead, a mixed-use development scheduled to open in Fall 2009, promises upscale dining, posh boutiques, four hotels and high-price condominiums.</p><p>It will include a $3 million outdoor art gallery where the inaugural piece, by sculptor Frank Stella, was unveiled at a groundbreaking last week.</p><p>Retailers like Domenica Vacca, Hermes and Bottega Veneta have already signed on _ as have 1 Hotel and Paces Plaza Hotel, which plan to open luxury overnight spots by 2010.</p><p>"The same retailers are on Rodeo Drive and Madison Avenue and Newberry Street in Boston," said developer Ben Carter, the man spearheading the ambitious project.</p><p>Carter, 53, grew up in Buckhead, a 28-square-mile neighborhood where malls, bars and business complexes sit blocks away from oak-shaded neighborhoods full of sprawling mansions _ including the home of Georgia's governor _ profiled in the Tom Wolfe novel, "A Man in Full."</p><p>Carter's previous projects include the Mall of Georgia and the Bank of America building _ Atlanta's tallest skyscraper.</p><p>For him, the Buckhead overhaul isn't just a moneymaking venture. It's a chance to revive the neighborhood where he remembers shopping for his first school shoes, buying his first rock album and getting his first kiss.</p><p>"We're delighted that we were able to put together a project large enough to really change the area," Carter said.</p><p>In all, he bought out 34 properties at prices he says were around $500 per square foot _ high even by Atlanta's booming standards.</p><p>Carter's plans have community leaders talking in grandiose terms.</p><p>"He really is a leader on a great white horse coming into Buckhead," said Sam Massell, Atlanta's mayor from 1970-73 and president of the Buckhead Coalition, a group of community businesses and residents. "This is a perfect solution _ I don't know that we could have designed it in our dreams any better."</p><p>Massell tracks what he calls a downward spiral for Buckhead Village to 20 years ago. That was when Atlanta's city council, looking to spur business growth in Buckhead, waived the requirement that new businesses build parking lots.</p><p>The result was dozens of new businesses, about 100 of them with alcohol licenses, that crammed into the area.</p><p>The rollicking, all-night party quickly grated on the neighborhood's largely well-to-do residents. By the late 1990s, things started getting ugly.</p><p>Baltimore Ravens All-Pro linebacker Ray Lewis shined a light on Buckhead after the 2000 Super Bowl, when he was brought to trial on murder charges after two people were stabbed to death outside Buckhead's Cobalt Lounge.</p><p>The murder charges against Lewis were dropped _ he pleaded guilty to a misdemeanor obstruction of justice charge _ but the case kept Buckhead's club scene in the news for months.</p><p>And what police said was a massive drug ring called the Black Mafia Family was uncovered in 2003 after a double homicide at Club Chaos, in Buckhead. An associate of hip-hop mogul Sean "P. Diddy" Combs and another man were shot after the club closed.</p><p>Critics say the high-profile crimes punctuated a steady drumbeat of fighting, drug use, underage drinking and traffic problems in the Village _ which attracted as many people cruising in cars on Peachtree Street as it did to the bars themselves.</p><p>"We had too many patrons, we had too many cars, we had too many horns blowing and we had too many fist fights," Massell said. "We really had a place that was just out of control."</p><p>The city responded by enforcing new closing times for bars and cracking down on underage drinking and other crimes. Soon, empty, boarded-up storefronts began popping up among the still active clubs.</p><p>Buckhead Village became "like a tick on a dog's back," Massell said. "You have to pull that."</p><p>That's not fair, say those who enjoy Buckhead's nightlife.</p><p>"It's very sad," said Sarah Herseth, of Atlanta, a regular drinking a bottle of Miller Light at Hall's bar last week. "It's definitely weird looking out there and not seeing people walking around outside or in the bars."</p><p>For Pete Whitfield, a singer and guitar player from nearby Gainesville, Ga., the boarded-up bars represent lost opportunities. His band played its first gig at C.J.'s Landing, which shut down in June, and regularly performed at several other Buckhead Village spots.</p><p>"Those places have kept me fed for several years," Whitfield said. "It's like a big cemetery now."</p><p>Whitfield doubts he'll ever patronize any of the tony shops and restaurants in the new development. "Not my scene," he said.</p><p>Herseth said she's somewhat more upbeat _ but with mixed feelings.</p><p>"It's good, it definitely will make Atlanta more upscale," she said. "But maybe not as fun."</p>