SUSSEX COUNTY, Del. - A massive new retail development is being proposed along Route 24 in Sussex County that could bring three major national retailers—Costco, Target, and Whole Foods Market—to the Lewes and Rehoboth Beach area.

A rendering of Whole Foods at the Atlantic Fields development
Project documents submitted to the Sussex County Planning & Zoning Department outline plans for a 695,000-square-foot retail center called Atlantic Fields. The development would sit on 73.5 acres along Route 24 at the northwest corner of Mulberry Knoll Road, near Beacon Middle School and Love Creek Elementary.

Image submitted to Sussex County
Atlantic Fields would include 23 separate structures. Among them, Costco is slated to occupy a 175,000-square-foot building and feature a separate gas station. Target and Whole Foods are also listed among the anchor tenants.

Plans of a proposed Costco that will be presented at a Sussex County Planning and Zoning Commission meeting (Sussex County P&Z).
It is the return of a project that has been in the works for over a year. The applicant is Mulberry Knoll Associates. Currently, the site is zoned AR-1 (agricultural-residential), but the developer is seeking a change to C-4 (planned commercial) to accommodate the retail center. In addition to the zoning request, the applicant is asking to subdivide the two existing parcels into 11 lots as part of the project plan.
Locals in the Lewes area are speaking out about the proposed Atlantic Fields development, a project that would bring a massive retail center including Costco, Target, and Whole Foods into what is currently a residential and agricultural zone.
Robert Mittleman, who lives in Rehoboth Beach, acknowledged the excitement around big-name retailers, but sees Costco as the clear magnet.
"Everybody wants, you know, maybe a Whole Foods," he said. "But Costco is definitely the big target there—literally Target, and Target too."
Raymond Gulino, a Lewes local, expressed frustration not only with the scale of the project but with the response or lack thereof from elected officials.
"Now to culminate in a 700,000 almost 700,000 square foot mall in such a residential community is ludicrous," Gulino said.
"We’ve written letters to the governor with a very candid response. Had nothing to do with what we wrote about. We wrote to all the county council no responses for me. I wrote to Claire Snyder-Hall. Got a response that says, ‘Yeah, this is insane.’ Now, if everybody knows it’s crazy, why aren’t we doing something about it?"
Eric Wattman, also from Lewes, said he’s disheartened by how fast large-scale development is moving forward in the area.
"We didn’t think there was an ability to kind of, you know, develop as quickly as has happened," he said. "So it’s a little disappointing to know that things happen so quickly here, without a broad-based plan to handle the increase in infrastructure."
Gary Vorshein, another Lewes local, warned that the proposed development isn't just a local shopping center—it’s a regional destination that could drastically increase traffic and strain the area.
"It’s not just a little mall it’s a massive destination shopping district that will attract people from not just Delaware, not just Sussex, but the region," he said.
"You're going to have people from multiple states coming here and in a lot of cases, to save money."
He also compared the possible outcome to an existing major retail hub upstate.
"If you've been to the Christiana Mall on a weekend, that's effectively what we're going to have here. This is not really what this area is suited for."
Susan Wattman, who also lives in Lewes, said she researched the zoning of the area before buying her home and feels betrayed by the proposed change.
"When we moved here, I specifically looked into what the area was zoned for," she said. "It was zoned for residential, agricultural. And to change it to commercial is going to have a terrible impact not just on us, but the entire area."
The land is being discussed at the Sept. 17 Sussex County Planning and Zoning Commission meeting.