HAYMARKET, an historic Virginia hamlet about 64 kilometres west of Washington DC, played host to two important Civil War battles before its secessionist folk were overrun by the Yankee troops of the Union.

Some 130 years later, Haymarket's residents are preparing themselves for another invasion, this time of troops led by a true 20th century general - Mickey Mouse.

Mickey, Minnie, Pluto and Donald have put a fistful of cartoon dollars down on some 1,200 hectares of land adjoining Haymarket, and like the true capitalist warriors they are, they smell money in the old Colonial hills. The locals like it, but politicians are jockeying for position on the other side of the battlefield, and another unholy clash is brewing.

Weapons in the battle are neither muskets nor water pistols, but blitzkrieg lobbying, political arm wrestling, and heavy monetary artillery fire.

The lines were drawn late last year, when Walt Disney announced plans to acquire the site to build Disney's America, its third American theme park, following the now legendary Disneyland in California and Disney World in Florida.

The company, fresh from its disastrous, near-bankrupt EuroDisney venture near Paris, says Disney's America will be a change of tack from the usual Mickey and Minnie escapades. Although the visiting children (including grown-ups) will still enjoy the roller-coasters, big wheels and water rides, the park will be a celebration of every facet of American history.

Attractions touted include a man-made lake with replica ships fighting out a Civil War clash, a model Ellis Island telling tales from America's immigrant influxes, and even displays chronicling the ''painful'' chapters of US history - black slavery, massacres of Indians and the ubiquitous Vietnam War.

Disney, which is projecting 11 million visitors a year, clearly expects to attract tourists who come to the region to do the nation's capital. Bizarrely, this means Mr and Mrs Ohio, having seen the ''real'' thing - the Vietnam Memorial, the White House, the Capitol - will then drag their Oldsmobile to Haymarket to see it all over again in replica, while Mickey valet-parks the car. Only in the US could this be contemplated, and only in the US would it work.

Some purists have doubts. ''Can George Washington co-exist with Mickey Mouse?,'' asked Richard Moe of the National Trust for Historic Preservation. ''Can slavery be properly interpreted in an amusement park?'' Haymarket residents have divided into two camps, with the blue collar contingent broadly welcoming the injection of cash and jobs the theme park will bring, while the landed gentry fear an unsightly sprouting of fast food shops, detracting from their favoured pursuits of fox hunting and antiques shopping.

But those mild stirrings of dissent are nothing compared to the political in-fighting that has dogged the development and may yet derail it.

Disney was delighted when the new Virginia Governor George Allen, a conservative Republican, embraced the plan. Mr Allen announced the state would provide an incentive package of US$163 million (HK$1,258 million) to help pay for road and sewer building. Total cost is US$650 million. The payback to the area, he said, was the generation of 19,000 jobs.

In an area which, like other boom regions of the 1980s was badly hit by the recession, Disney's America was a boost which should be encouraged, Mr Allen said. Unfortunately, his incentive package has to pass through both chambers of the Virginia state parliament. Enter the politicos, stage left.

Although very few state members oppose the Disney plan in principle, they say the cost to the taxpayer is an unfair burden. Local Democrats, seizing the moment to get back at the hated Governor, have labelled his package a Christmas present to a huge corporation that turns a US$2 billion annual profit. They have been largely responsible for moves which have had Pluto barking mad and his owners threatening to pull out of Virginia for good.

One was a motion passed by lawmakers obliging Disney to include a US$1 state tax on every ticket to recoup some of the taxpayers' outlay. In return, Disney argued it specifically chose a Virginia site because the state lacked such a sales tax.

That was reversed, but in its place came a plan to make Disney pay US$44 million upfront for road building, which the state would gradually pay back.

As the proposals and counter-proposals flew around the State Capitol in Richmond, it sometimes got ugly. Reporters stood in amazement outside the locked doors of one committee meeting of delegates, avidly taking notes as a torrent of abuse and four-letter words could clearly be heard flying across the floor inside.

In the face of the politicking in the corridors of powers, Disney's answer was to do what any self-respecting corporation would do - bring in the lobbyists.

Assembling a team of ''revolving door'' heavyweights, including a former George Bush attorney and a Jimmy Carter press secretary, the lobbying team have been seen pacing round in Mickey Mouse ties, assailing each and every lawmaker with the ''facts'' about Disney's America. Some of the victims think it went too far when Disney also employed a telemarketing firm to bombard their offices with junk phone calls, lobbying on Disney's behalf.

Finally, an honourable compromise was reached - to do nothing. Lawmakers recently voted to put off for two months a decision on the incentive package, while more information could be gathered. In any event, it looks as if a few million will be knocked off Mr Allen's package, whether Mickey likes it or not.

An amusing postscript came this past week when Virginians found an unusual ally in the New York Times. In an editorial, it advised residents to tell Mickey to take a hike back to Hollywood. Disney was rich enough to pay for its theme parks on its own, and taxpayers should not have to subsidise its tacky imperialism, the leader said.

Will Mickey have his way? Stay tooned.