The quest to tap a long-underserved demographic spurred the surprising metamorphosis that is occurring along the banks of Pennsylvania's Monongahela River. A 270-acre riverfront brownfield, dormant since its days as a U.S. Steel Corp. mill, is set to emerge as The Waterfront - metro Pittsburgh's premier shopping and entertainment destination.

At least that's the plan of the masterminds behind this transformation: Continental Real Estate Cos. and Nationwide Realty Investors Ltd., both based in Columbus, Ohio.

According to these firms, the industrial eyesore is a potential goldmine because it lies in the heart of Pittsburgh's densest, most affluent and retail-starved neighborhoods. The city's hilly terrain and constrained road networks have created serious site-selection limitations, minimizing the variety of retail establishments.

"Pittsburgh is a very old town," says Jon Meyer, vice president of commercial development for Continental Real Estate. "The downtown area has been in constant use for the past 100 years. By the time 1990s-style, big-box retailers came onto the scene, sites near downtown were mature and completely built. So the big-box retailers built in suburbia, where there was a large supply of greenfields."

Continental Real Estate purchased The Waterfront property, located 10 minutes from downtown, in 1988. The company considered many options, but decided on a mixed-use project after studying the buying power of the trade area's inhabitants.

The Waterfront lies at a traffic intersection that counts half a million vehicles a day. It's also in proximity to Squirrel Hill and Shadyside, the city's most trendy, deep-pocket demographic areas. The area is populated with urban professionals, most of them working in white collar and executive/managerial positions.

According to statistics provided by research consultants Applied Geographics Solutions, The Waterfront's five-mile trade area consists of 376,913 consumers with an average household income of $40,000. There also are 23,000 households with incomes exceeding $50,000 annually. The Waterfront's developers project aggregate household income for the area to reach $4.33 billion by the time the center's first phase opens in spring 2000.

"Right now, there are no power centers located near the urban population," Meyer says. "These people have to drive 20 to 30 minutes to the suburbs to shop at a big-box store or find specialty entertainment. The Waterfront will change all of that."

The construction required to turn a gutted factory into a $300 million development will reach its final stage in early 2002. A mixed-use complex, The Waterfront consists of several venues.

The retail-focused Market at The Waterfront, a 700,000 sq. ft. power center, is set to be anchored by category-killers such as Lowe's, Target and Giant Eagle supermarket.

The 500,000 sq. ft. entertainment-focused Stacks at The Waterfront is a Main Street development including a multi-screen Loews Theatre, Dave & Buster's, Barnes & Noble, and themed restaurants and specialty retail shops.

In addition, Docks at The Waterfront will take advantage of the riverfront with a scenic park and 150-slip marina.

To complement the retail and entertainment aspects of The Waterfront, the developers are breaking ground on 650,000 sq. ft. of office space, 500 upscale apartment units, an ice hockey rink and fitness facility.

"Much of the urban population has moved into the city to avoid a long commute to work from the suburbs," Meyer says. "A mixed-use complex such as The Waterfront makes it possible for them to have it all at their front doorstep."