Just hours before hoisting his Oscar for best picture for “Argo” in February 2013, actor-director Ben Affleck cheered on his daughter Violet as she won the Pacific Palisades spelling bee.

Geena Davis lunches at Matthew’s Garden Cafe, and Dustin Hoffman shops at the local Gelson’s on Sunset Boulevard.

The Palisades is that kind of place — where celebrities mingle with regular people, and everybody is well shod.

It’s peculiar, then, that Pacific Palisades’ shopping village has the beaten-down aura of a Midwestern Main Street where the mom-and-pop shops have been driven out by Wal-Mart, only there’s no Wal-Mart.


Half of the storefronts along Swarthmore Avenue, a once bustling commercial drag, sit empty. Restaurants striving to replace the defunct Mort’s Deli, a popular hangout, have come and gone. The community fought in vain to save Village Books, with resident Tom Hanks autographing books and CDs in the rain for three hours. In December, even Baskin-Robbins, a village mainstay, closed.

The community of about 23,000 has a median household income of nearly $150,000, yet much of the business district north of Sunset has struggled for years.

Residents cite several factors: fumbles by property owners, hefty rent increases, the allure of more appealing options in Brentwood and Santa Monica, and the village’s relatively remote location far from freeways at the Westside’s northern tip. A vocal no-growth contingent has also played a role, suggesting that crumbling buildings add to the Palisades’ charm.

But change is nigh. Rick Caruso, the prominent developer known for such showy shopping centers as The Grove and the Commons at Calabasas, is poised to take over much of the nearly moribund commercial center. The one-time mayoral prospect’s aim is to turn Swarthmore into a vibrant, walkable street akin to Fillmore in San Francisco, Main in Nantucket and King in Charleston, S.C.


Before year end, his company, Caruso Affiliated, expects to complete the purchase of the largest portfolio of commercial properties in this coastal pocket of Los Angeles. The deal, which local real estate experts have valued at $40 million to $50 million, would give him control of most storefronts along Swarthmore, some nearby spaces on Sunset and a one-acre surface parking lot zoned for multifamily housing.

What Caruso should do with the choice sector has been the topic of heated debate, with some Palisadians lobbying for serious growth and others clamoring to maintain the “Mayberry with money” ambience. Most agree that revitalization is necessary, but consensus is likely to prove elusive. Some residents say Swarthmore should be reserved for pedestrians, like Santa Monica’s Third Street Promenade; others counter that cars are important. Some crave more night life; others like it quiet.

“They want to keep the scale of a small village but have the amenities of a big city,” said Randy Young, a lifelong resident and local historian. “Caruso has a big job. I wouldn’t want to be in his Guccis.”

And Caruso so far has met with some suspicion from those who think he has loftier designs that could increase congestion.


“He is telling the community what it wants to hear,” said Donna Vaccarino, an architect and founding chairwoman of the Community Planning Initiative for Pacific Palisades. “I have no doubt that Mr. Caruso has bigger long-range plans for the Palisades.”

For all of its affluence and aspiration, Pacific Palisades is a laid-back place where getting dressed up means donning one’s best pair of Lululemons or Levi’s.

So locals knew there was a visitor in town when Caruso emerged on a recent afternoon from a jet-black SUV in an Italian-made pinstripe suit and Tom Ford (not Gucci) shoes, polished that morning by his own hand to a high sheen.

A Brentwood resident, he said he looks forward to the challenge of revitalizing a familiar stamping ground where his four children bought sporting goods at Bentons.


“For me, who loves real estate and retail, to effectively own a street is an incredible opportunity,” Caruso, 55, said on a stroll through the area. “We’re going to be able to do unique things.”

Caruso said he aims to achieve what appears to be “a very organic street that developed over time with a lot of different elements — and that looks and feels like it belongs in the Palisades. We will find great retailers … a combination of fashion, kids, home accessories and nice restaurants.” On his cellphone, he scrolled through photos he had taken days earlier along Elizabeth Street in New York City’s Nolita district of boutiques with inviting glass exteriors and warm indoor lighting.

Indeed, just south of Sunset, on Antioch Street, the upscale Elyse Walker boutique and other businesses appear to be thriving.

Caruso wants to bring back a deli, something eclectic and homey like Joan’s on Third in Beverly Grove. He’s on board with many residents’ wish for a Trader Joe’s. A bookstore? Iffy. Ditto a movie theater, which he doubts would pencil out.


At a community meeting last month at Palisades Charter High School, Caruso insisted that he wasn’t planning a smaller version of The Grove and that he would take to heart residents’ wishes. “Do we want brick? White-painted brick?” he asked at one point.

As Caruso walked the street on a blustery day, he said he would “keep the existing footprint” and not seek rights to build higher.

But much of the 50,000 square feet of built space on 2.77 acres that he’s acquiring is the worse for wear. “We might take spaces down to the studs and raise ceiling heights.” A portion might have to be razed to aid in the cleanup of harmful chemical residue from a former dry-cleaning establishment. Caruso’s company is overseeing the investigation and cleanup.

A gust lifted a colorful, plastic-coated cloth from a sidewalk table and sent it fluttering into the street. In front of a clothing shop, racks displayed lacy bras at 20% off. Caruso shook his head and muttered: “It’s almost unbelievable. Really sad. Oh, Lord.”


Some residents are pleased to have Caruso’s interest. “A lot of people want to keep the Palisades as is, and I’m not one of them,” said Sandy Marsh, a family therapist. “The Palisades is … very family oriented. The downside is that the village activity is still sort of in the 1950s.”

Caruso has already made one promise. Philip Quigley, 8, approached him to ask: “Are you going to have a Baskin-Robbins when you take down the buildings and build new ones?” Caruso replied: “You’re going to have an awesome ice cream store.”

martha.groves@latimes.com