The inside story: How the movie studio came to Fayette


I thought it might be nice to hear a happy account of local politicians working together to make something delightful happen.

Yes, believe it or not, politicians can cooperate and produce excellent results. Trust is a major component of successful collaboration. That is trust between politicians, and trust between politicians and constituents.

So many people wonder how major economic development deals are done. I will give you some insight into our biggest one.

Plenty of lemons

When I first got on the Fayette County Board of Commissioners things were stale. Allen McCarty and I were the “two” in a 3-2 split on the board. The county government was unmotivated, lacked leadership, and just crawled along.

The three members in the majority were not necessarily bad guys, but they did not appreciate McCarty and me winning campaign upsets, promising to oppose the West Fayetteville Bypass (now known as Veterans Parkway), a project they moved to the top of the priority list.

The Veterans Parkway began as the residential housing developers’ dream come true. Years prior, Fayetteville Mayor Ken Steele, Fayette County Commission Chairman Greg Dunn, and the Fayette County Development Authority reached a substantial agreement that all the acreage surrounding the current site of the parkway, mostly farmland at the time, would be developed to a master plan arrangement of “hamlets” and “neighborhoods” in areas totaling thousands of acres and the road frontage along Highway 54 would be retail shopping, grocery store, etc.

The land was in the unincorporated county, but the agreement showed most of the land being annexed into Fayetteville for development in future years.

When campaigning for election, McCarty and I rightly said that the residential housing developers should have to pay for the parkway, not our tax dollars, since they were profiting from it. The West Fayetteville Bypass was not the top priority in the Special Purpose Local Option Sales Tax (SPLOST), but the county government made it the priority. The road was not going to be much of a bypass, and it would significantly increase traffic congestion spurred by the construction of a huge number of new houses.

By the time McCarty and I could land some allies elected to the board of commissioners, Veterans Parkway was around 90 percent constructed.

It just so happened that when the two of us went from the minority to the majority on the board of commissioners, Greg Clifton was the new mayor of Fayetteville.

At the same time, the Peachtree City government was going on a shocking building spree, rezoning for shopping centers on Highway 54-West and creating the MacDuff Parkway to allow for a massive annexation and rezoning house building boom on the west side, a considerable mistake.

The conundrum

The land where MacDuff Parkway currently lies was supposed to be light industrial and corporate headquarters sites. The land was supposed to pump up the tax base and ease the burden on residential taxpayers. Unfortunately, as the land was annexed into Peachtree City, the city council began rezoning the sites to large residential subdivisions.

At that point, we had multiple tribulations. The city council in Peachtree City was oblivious to the fact the city was running out of good sites for light industrial and corporate headquarters and was building residential on the best remaining sites.

The former farmland along the Veterans Parkway was ultimately a future traffic jam nightmare with thousands upon thousands of new homes going to be built there according to the previous agreement and all their cars would pour onto Highway 54 in the middle of the county.

Turning wheat fields into movie studios

When confronted with such problems, it’s time to look for practical solutions. In 2012, I had lunch with Len Gough and Rick Halbert with ProMaker Development Group and they explained the need for building more sound stages in the state for the growing movie industry.

Halbert once said, “I wish I’d kept the notes we were writing on the napkins that day.” Halbert and Gough gave me some statistics pointing to significant investment opportunities for Fayette. We ended our lunch with me telling them, “If you can make that happen, I am 100 percent for it.”

Not long after that lunch, I was voted in as the chairman of the board of commissioners by my fellow commissioners.

It became quite clear with Peachtree City forfeiting some of the best land in the county for high-end business growth and converting it to residential that the next best sites, maybe the only remaining sites, were along the Veterans Parkway.

Oh, but there were significant problems, again.

The first problem was sewerage. The land was in the unincorporated county and the county had no sewer. Fayetteville had sewer capacity, but it would be a long, expensive run to get it up the parkway.

Second, the area had no large fiber optic trunk lines for fast internet.

Third, the electric utility would need to ramp up capacity in the area.

Fourth, everyone was expecting to build residential developments on the land per the standing intergovernmental agreement.

Fifth, the county did not have a zoning classification in the ordinances for the type of construction and uses I was hoping to bring to those sites.

The grace of God

My first point of attack was undoing the years of negotiations that went into the intergovernmental agreement for the residential development plan in the center of the county.

The “great recession” ended up being a blessing as all the plans for building the huge residential developments along Veterans Parkway had been put on hold and the residential developers were in limbo.

Another break was Greg Clifton. Had Ken Steele remained in office, I am not sure the intergovernmental agreement would have been abandoned. However, his replacement Greg Clifton was someone I knew before he entered elected office. Clifton and I had good intentions and a good relationship.

Fortunately, the television series “Drop Dead Diva” had been produced in Peachtree City in the aircraft hangar owned by Dan Cathy of Chick-fil-A fame. That would become a huge bonus.

Squeezing the lemons to make lemonade

I met with Clifton and Fayetteville City Manager Joe Morton, giving them my spiel on totally reimagining that huge mass of land. Both liked the idea and told me to keep going.

My next meeting was with Fayette County Development Authority Chairman Randy Hayes and CEO Matt Forshee. Both jumped on board with the vision.

The ProMaker people were putting out the word that Fayette County had an interest in the film industry.

Not long after the agreement of the minds on radically changing the proposed use of the land along Veterans Parkway, Forshee had some representatives of Pinewood Studios out of the United Kingdom in Fayette County, showing them sites in Peachtree City. None of the sites were viable.

Being a smart man on his toes, Forshee, recalling our committing to reimagine the center of the county, drove his guests up to the brand new and empty Rivers Elementary School (yes, the board of education built an $11 million school with no students to put in it, a story for another day). Forshee got them interested in the large available sites in the center of the county.

That was just the beginning of a long trek.

We were fortunate. We had Atlanta attorneys in the entertainment industry like Stephen Weizenecker, top film union officials, and other connected people giving us good word of mouth and helping out.

Pinewood needed a domestic partner in the deal. The partner would have to be well-financed for such a huge project.

Local billionaire Dan Cathy’s exposure and understanding of the film industry made him an ideal candidate for the partnership.

Eventually, River’s Rock, LLC, an independently managed trust of the Cathy family, was in on the deal, a $50 million joint venture.

I was the only government official in on the potential development. Only a handful of people knew anything about the project, and all kept it under wraps during the exploratory phase. There was still a long way to go.

As things progressed, we realized we were on the verge of securing the second-largest purpose-built film and TV hub in the United States, a 700-acre site, with a 400-acre backlot and 32 soundstages, internationally recognized.

I need you to buy the school too

When selecting the exact parcel of land for the project, I asked that they take the site to the north because I needed them to buy the empty new school building across the street from it. The board of education could not sell it and I was desperate to get the building on the tax rolls before it became dilapidated.

Much to their credit, they purchased the school property. As it turned out, it worked extremely well for office space before and after construction of the studio facilities, and as space for the ancillary businesses that cater to the film industry. Hanna Brothers Catering even created a restaurant on the site. Later, the Georgia Film Academy was also located there.

Another request that I made was to not have any of the huge buildings visible from the parkway. I knew that was a big ask but it would help the neighbors. The architects and engineers were able to pull it off.

Pinewood really likes us

I recall that Ivan Dunleavy, the CEO of Pinewood Group, flew in from the United Kingdom in winter and it was 70 degrees outside, beautiful. He was taken on a tour of Fayette County. He loved it.

Dunleavy asked me about the types of homes available in the area. I quickly called a real estate agent friend and asked her if she could put together a quick booklet on available homes. I told her to include Evander Holyfield’s mansion which had just gone on the market. I thought it was neat that I could say we could accommodate Pinewood staff in available homes for sale from 2,500 to 50,000 square feet.

Pinewood’s operation in London was cramped with limited possibilities for expansion. Comparatively speaking, our site seemed infinitely huge to them. The cost of development was much lower in Fayette County as well.

Some powerful state officials came to Fayette to hear the details of the proposal. One warned me, “You know they’re all unionized.” I reassured him that Fayette County already had more union residents per capita than perhaps any other county in the state with the airline employees and federal employees living here. I assured him that would not be an issue.

Let’s make a deal

The circle of people let in on the project had to start growing bigger, including designers, engineers, surveyors, and various other services required. Amazingly, the project name and details never escaped the growing circle.

There was an extended period with many attorneys hashing out a mountain of details before the transatlantic agreement was finally reached.

Mayor Clifton was pulled in on the project earlier. Later, the Fayetteville city council members and the county commissioners were introduced to the project. There were no objections from any of the elected officials.

With the ink dry and the deal sealed, I visited the local newspapers and told them an announcement on the largest economic development project in Fayette County history was coming and to get ready.

It was truly amazing how everything fell in place, like Divine intervention, with my idea to reimagine the center of the county gaining full acceptance, getting the right client in Pinewood, Matt Forshee getting the client to the reimagined site, and having the required local financing partner living in Fayette County.

And as fun as that was, it suddenly looked like we were going to lose it all.

You need it when?

There was a little celebration of people involved in the project from the beginning held at the former River’s Elementary School building. I just happened to ask Dunleavy when the project needed to be out of the ground. He said they were under contract to host Marvel’s “Ant Man” production in the middle of January with a gross production budget of $326.6 million. My heart sank into my stomach. It was theoretically impossible to complete that project in less than a year.

I knew all the government actions that were required to create the project, and state law mandated the timetables for some of those actions. There were no shortcuts available. With all the actions necessary, a project like this one would take one and a half years minimum.

Your timeline, my timeline

More determined than ever to meet the challenge and not blow this monumental opportunity, I immediately set up a meeting with Clifton and Morton at Fayetteville City Hall.

I had created two parallel timelines, one for Fayetteville and one for the county. The timelines were multifaceted and rigid, they had to be. We were going to do something no other local governments had ever pulled off under a window so tight that one delay could ruin everything. The trust that Clifton and I had to have in one another was an extreme reach that would either strengthen our friendship or have us hating each other under the pressure.

Just imagine, this was brand new politician Mayor Greg Clifton’s first project right out of the chute, a plum development of national acclaim. He was fortunate to have an experienced pro like Morton working with him.

The site was planned to be annexed by Fayetteville but the process for annexation was too long and the delay would mean we could not meet the January deadline. My solution was for Fayetteville to first prioritize running the sewer system and all the infrastructure required up to the site and my county government was going to permit and supervise the construction. In essence, the county took on the responsibility for building the project knowing it would soon be handed over to Fayetteville.

The county had no ordinances or regulations for building 70-foot-high sound stages. I worked with my planning staff to crank out the classifications as fast as the state law would allow. In the meantime, Pinewood had begun all the construction prep work. Cathy brought in Group VI on the construction end.

It is important to note that these timelines were not going to work with government employees who showed up to work at 8:00 a.m. and left work at 5:00 p.m. Both the city and the county had critical staff who were willing to go above and well beyond.

Once the ordinance was approved and the county zoned the land and permitted the construction, I spoke to some of the construction team leadership. We had another huge hurdle. It can take days to get building inspections set up through the various stages of construction. We did not have days. Likewise, the contractor can also cause delays if materials do not show up at the site on time or there are errors in the construction process that must be redone. We did not have time for that either.

I told the contractors and our county building inspection team that there would NEVER be a time when the contractors were waiting on us for inspections so construction could proceed to the next stage rapidly and seamlessly.

Our county building inspectors Joe Scarborough and Steve Tafoya pulled off herculean efforts, being on-site first thing every morning, approving work, and meeting with the contractors to ensure no errors would be made in the next steps of construction. At one point, I thought we were going to burn Tafoya completely out.

I truly think the perseverance of our building inspectors motivated the construction crews to never miss a deadline.

Let me also say that Dan Cathy was not your typical project investor. He was often on the construction site offering encouragement and setting a great example of hard work and dedication (keep in mind that he was also running a multi-billion dollar fast food chain).

I recall getting a text from Rick Halbert with a photo of Cathy in a hard hat at 3:00 a.m. with the concrete crew pouring the tilt-up walls for the buildings. Being a man of great influence, Cathy had many of the key CEOs needed to expedite the project on his cell phone contact list (utilities, internet fiber provider, etc.).

Cathy obtained a large tractor and mowed the acres of land.

Our county public works team worked on modifications to the parkway to accommodate the huge project. Any approvals needed by the board of commissioners were made promptly.

I recall some members of the Atlanta news media were doubtful that we were going to make the deadlines.

Pinewood was hiring staff at the time and preparing the logistics for the “Ant Man” production. Having the River’s Elementary School building allowed the Pinewood staff to go full-speed and the ancillary businesses to be up and running across the street.

Since the site was going from a wheat field to a mega-structure, I had a dialogue going with the nearby neighbors. Dan Cathy made several presentations, and I did all I could to assure them that their concerns were heard and addressed. Cathy had earthen berms installed along the parkway and planted with trees. The old white barn from the farm remained at the roadside.

Fayetteville had to produce some zoning changes to accept the new facility and we began working on the annexation hand-off schedule. The county would ride the project to the certificate of occupancy.

Fayetteville was pressing hard on getting the sewer up to and into the site before opening day.

There were plumbers, electricians, and other trades flying around the site. The county’s fire marshal handled the fire code inspections.

It was a period of exhaustion and intense excitement.

Oh, sweet success!

Final inspections and a certificate of occupancy came in early January. Fayette County’s largest employer was officially in business.

We had defied the naysayers. We had pulled off an incredible collaborative effort in an incredibly tight window that was thought to be impossible. Key movie crew members arrived for planning and sets were being constructed in mid-January.

The movie stars began appearing in late January and the filming of “Ant Man” started in early February.

Later, the official hand-off of the jurisdiction from the county to Fayetteville was flawless. Handshakes and hugs all the way around.

I have had the privilege of participating in some magnificent team efforts in my government years. The Pinewood Studios project was probably the most ambitious of them all. Everyone knew their assignments, and everyone did whatever was necessary to accomplish the task.

Our accomplishment lit up the economic development world, made international film industry news, and the awards followed.

Mayor Clifton and I received the Atlanta Regional Commission’s CREATE Award for the “outstanding collaboration” in promoting regional prosperity and economic development.

The project won the 2013 Large Deal of the Year Award from the Georgia Economic Developers Association denoting excellence in “collaboration and job-generating accomplishments.”

At the award ceremony, Fayette County Development Authority CEO Matt Forshee stated, “The way our local governments of Fayette County and the City of Fayetteville have worked expeditiously to move this project forward in lock step with Pinewood Studios is nothing short of amazing.”

Georgia Trend Magazine and the Association of County Commissioners of Georgia said, “Fayette did the impossible to help an international film company…The studio opened on schedule in January and the first movie crew landed in February. Movies with budgets of $200 million and up will be common, boosting the tax base, bringing as many as 3,400 jobs to the area, and spurring growth for landscaping, warehousing, catering and other companies.”

Probably the best recognition came from Marvin Ellison, Executive Vice President of U.S. Stores, for Home Depot. The gigantic Home Depot constructs big box stores at mind-numbing speed. Home Depot built a facility on the Pinewood Studios site and Ellison remarked, “We build stores all over the U.S. and this is the greatest example of public-private partnership I have ever seen.”

Home Depot does not impress easily, and we got their facility up in record time.

Moving forward

Several of us involved in the development process were allowed to be extras in “Ant Man” thanks to Ann Wittenberg doing the casting. I played a California state prison guard.

I have also had the joy of meeting and becoming friends with people in the movie industry. Each one of them is as taken with Fayette County as we are.

With changes in leadership at Pinewood, UK, came a change in direction and they divested from several of their international projects, including Pinewood Studios Atlanta. Trilith CEO and President Frank Patterson and other investors acquired the remaining stake, and the campus was renamed “Trilith.”

“The Pinewood Group has been a great partner, building the best facilities in the world for us in Atlanta,” said Patterson. “I came on two years ago to build content opportunities at the same time the Pinewood Group changed ownership and decided to focus on providing studio accommodation. We’ve got some exciting investments in the pipeline on the content creation side of the business, so this a truly great time for the industry in Atlanta,” (The Hollywood Reporter, August 21, 2019).

Cathy and his co-investors also began a pre-planned Trilith community of hundreds of homes, restaurants, a private school, parkland, and other amenities he is hoping will lure the industry’s core professionals.

In 2021, Forbes claimed, “Over the past eight years, $430 million has been invested in the studio and the town. Within three years that number will exceed $1 billion spent on new technology, content like television shows or films and hundreds of homes.”

Trilith is well on its way to becoming a multi-billion-dollar company.

Fortunately, my friendship with Clifton grew stronger and we can both be proud of the continued prosperity the project has created for our community. Our willingness to collaborate, trust one another, and fight for the once-in-a-lifetime project made the impossible quite possible.

And let me just say it’s truly fun to work with people who appreciate teamwork and share a drive for success. Sure, there were moments of tension along the way, all huge projects have that. However, I genuinely appreciated Greg Clifton’s jovial attitude, Dan Cathy’s motivation, Rick Halbert’s good-natured ability to make important construction adjustments on the fly, and the county and city government staff members who never complained about the beyond-rough schedule.

Additional content: I later found out from a Chick-fil-A executive that nearly everyone at the corporate headquarters knew about the movie studio in the early stages when I thought only a dozen of us knew anything about it. That increased my respect for Dan Cathy, knowing that the employees were so loyal to him that they never let the details out during the negotiations. Now that is respect and loyalty.

[Brown is a former mayor of Peachtree City and served two terms on the Fayette County Board of Commissioners. You can read all his columns by clicking on his photo below.]


  1. There’s some envy in the comments here. Envy is an easier version of jealousy because it includes the belief that another’s achievements or blessings lessens one’s own, and it makes one want to destroy another’s good fortune. In this case, it was good fortune for all of us because the more taxes they pay the less we have to pay. You had a chance to do right Mike King and you blew it. Don’t trash those who prospered Mike.

  2. Those of us who were here back then remember a County Commissioner who was completely unaware and infuriated to the point of asking for the resignation of each Development Authority member.

    • Yes, and we also remember that same commissioner joining the tea baggers in vehemently opposing the “Road to Nowhere” that later became the plot for this whole self-congratulatory narrative. I guess if you are proven wrong but eventually come around to the position you once opposed, then you can somehow revise history and style yourself as subconsciously prescient from the onset. I think the technical term is “pretzel logic.”

      Truth is stranger than fiction.

  3. Thank you for sharing this inspiring story. So few residents will ever know how a project of this magnitude comes to fruition. It takes collaboration and consensus building among local politicians to begin with, then it’s typically driven by a just a few who are willing to do the demanding work over the length of the project in order to keep all of the moving parts inching forward. Yet even then, there is no guarantee it will happen. And when/if it doesn’t, there is rarely gratitude for the effort spent. I wish more stories like this were shared. Thank you for your dedication and hard work!!!