## Facts

- The Town of Bellingham sought to expand its property tax base and appointed an economic development task force in 1993.
- The task force recommended prioritizing industrial development and identified a parcel at Depot Street and Box Pond Road (the locus), adjacent to existing industrial zoning, as suitable for rezoning from agricultural/suburban to industrial.
- A 1995 town meeting vote to rezone the locus and an adjacent parcel failed to achieve the required two-thirds majority.
- In 1997, IDC Bellingham, L.L.C. (IDC), an operator of an existing power plant in town, discussed possible rezoning of the locus for a potential second plant, including potential public benefits.
- After learning of an $8 million shortfall for a new high school, IDC’s president publicly announced a conditional “$8 million gift” for municipal purposes, contingent on IDC deciding to build, obtaining financing and permits, and operating successfully for one year.
- On May 28, 1997, an open town meeting adopted a zoning bylaw amendment rezoning the locus to industrial, meeting the two-thirds requirement under Massachusetts zoning procedures.
- About three and one-half years later, nearby landowners filed actions challenging the rezoning; the cases were consolidated in the Land Court.
- The Land Court granted summary judgment to the plaintiffs, declared the amendment void, and treated IDC’s pledge as impermissible contract zoning or otherwise invalid.
- The Supreme Judicial Court took the case on its own initiative and reviewed the validity of the amendment.

## Issues

1. Whether the rezoning was invalid “contract zoning” because IDC’s conditional $8 million pledge allegedly functioned as consideration for the zoning change.
2. Whether the rezoning was an arbitrary or unreasonable exercise of the police power, lacking a substantial relation to the public health, safety, morals, or general welfare.

## Decision

- The Supreme Judicial Court reversed the Land Court’s summary judgment and upheld the zoning amendment.
- The court held the rezoning was not impermissible contract zoning because there was no binding agreement obligating the town’s legislative body to rezone in exchange for payment.
- The court held the amendment was presumptively valid as a legislative act and the plaintiffs failed to prove it was arbitrary, unreasonable, or substantially unrelated to legitimate public purposes.
- A separate opinion concurred in part and dissented in part, agreeing that the pledge alone did not invalidate the rezoning but disagreeing with aspects of the majority’s analysis.

## Legal Principles

- Zoning bylaws enacted by town meeting are legislative acts entitled to a strong presumption of validity.
- A zoning enactment will be invalidated only on a showing, by a preponderance of the evidence, that it is arbitrary or unreasonable or not substantially related to legitimate public objectives.
- Impermissible contract zoning requires a binding agreement that commits the municipality’s legislative body to a zoning outcome in exchange for consideration; a unilateral, conditional offer of public benefits does not, by itself, establish contract zoning.
- Courts generally evaluate the substantive relationship between the zoning classification and public welfare goals rather than the subjective motives or political inducements affecting individual voters.

## Conclusion

The court upheld Bellingham’s industrial rezoning of the locus, ruling that IDC’s conditional $8 million pledge did not create unlawful contract zoning and that the plaintiffs did not carry their burden to show the amendment was arbitrary, unreasonable, or unrelated to legitimate municipal objectives.


Durand v. IDC Bellingham, L.L.C., 440 Mass. 45 (2003)