The purpose of this study is to investigate the process of establishing a Neighborhood Conservation District (NCD) for the West Hillsborough Neighborhood in the Town of Hillsborough, NC. The West Hillsborough Neighborhood, one of Hillsborough's older and most distinctive neighborhoods, sits adjacent to the Bellevue Manufacturing Company and the Eno Cotton Mill. Hillsborough, like many other small towns in the United States, is facing rapid development and growth pressures. Neighborhood Conservation Districts have become an increasingly popular tool used by planners to safeguard the distinct local character of neighborhoods. In order to better understand the process of forming an NCD, the criteria for establishing one and the various approaches to them, three case studies will be examined in North Carolina. The case studies include: Northside, Chapel Hill, Avent West, Raleigh, and Cedar Street, Greensboro, all of which are at different phases of the implementation process of writing a NCD into their zoning ordinance.