Located in one of New England's fastest-growing regions, the town of Franklin, Massachusetts, has experienced severe development pressures, reaching a peak with double-digit growth rates in the 1990s. The town imposed a building moratorium and launched a comprehensive growth management study including a pacel-based build-out analysis using ARC/INFO and ArcView GIS software. Assessor and Building Department databases where used along with the GIS parcel base to define a set of developable parcels. Various environmental and geometric factors were then incorporated to determine potential build-out scenarios. We will discuss the methodologies used, as well as the complications posed by data accuracy.