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Buffalo on Monday will land the trophy catch it has pursued for years -- the third-largest Bass Pro Outdoor World store in the country.

But the venture is more than just a megastore. It also includes a hotel and museum plus a vision that the entire project will finally open the Buffalo waterfront to development and become a major tourist attraction.

"This isn't just about having a big Bass Pro store here," Buffalo Mayor Anthony M. Masiello said. "As big as that is, what it potentially does for our waterfront, our downtown and our image as a city is much, much more significant."

Bass Pro President James Hagale and Gov. George E. Pataki will join federal, state and local officials here Monday morning to sign the agreement that turns the mothballed Memorial Auditorium into a $123 million retail development project.

"The major redevelopment of the Aud will transform downtown Buffalo into a major 'must see' tourist destination, create hundreds of new jobs and attract millions of visitors from throughout Western New York, the entire Northeast and Canada," Pataki predicted.

But it will cost taxpayers. The project will include at least $66 million in public money, with Bass Pro pledging to invest a minimum of $57 million.

The centerpiece of the project is the 250,000-square-foot Bass Pro store, which would become the largest retail store in the area.

The megastore, eclipsed in size only by the company's 300,000-square-foot headquarters store in Springfield, Mo., and its 280,000-square-foot store under construction in Louisville, Ky., is expected to draw between 3 million and 5 million customers a year to downtown Buffalo's harborfront, and hopefully spark additional private sector development. If all goes according to plan, the store will open in late 2006.

"We are excited about the vision of a redeveloped historic Erie Canal district in Buffalo and are proud to be a partner in the project," Hagale said.

When the project is completed, the dormant Aud would be turned into an enormous sporting goods store employing 400 people. Also in the refitted Aud would be a 100,000-square-foot hotel and a 12,000-square-foot restaurant.

Overhaul of the Aud will cost about $90 million. The project, though, extends across Main Street to the Donovan State Office Building, which will be demolished. Taking its place will be a 1,000-vehicle parking garage and intermodal transportation center at a cost of $15 million to $17 million.

The project also includes a 30,000-square-foot Erie Canal Heritage/Great Lakes Museum to be built for $16 million near the planned Commercial Slip reclamation site.

Masiello said he expects that the millions of Bass Pro shoppers, many of whom will travel 50 to 200 miles to visit the complex, will also take advantage of other local attractions.

"Bass Pro gives us the critical mass we've been looking for to boost everything from cultural tourism to professional sports to redevelopment of Main Street and the Cobblestone District," Masiello said.

In addition, the mayor said, Bass Pro's presence will only help his cause to land a gambling casino downtown.

"It's a no-brainer. You want casino gaming where the people are, and the people will be in downtown Buffalo. They are compatible uses," he said.

Word of the pending Bass Pro announcement has quickly fueled interest in the neighborhood. A national restaurateur contacted city officials this weekend regarding the Cobblestone area, according to Masiello.

Under the terms of the memorandum of understanding between Bass Pro and the various governments, plans made public in the next 12 months will include final designs for the reborn Aud, parking garage/intermodal center and museum.

By March 2006, the interior of the arena would be gutted and Bass Pro would begin the building's retail transformation.

The Donovan office building is to be demolished by May 2006, followed by a construction blitz aimed at a late 2006 debut of Bass Pro Buffalo and associated projects.

The agreement gives the state ownership of the Aud, and Bass Pro will pay an annual rent of $1 over the course of a 49-year lease.

The city, though, will own the new parking garage and will have the right to lease up to 300 of its 1,000 spaces to downtown commuters. The city will retain revenues from those daytime parkers to offset the ramp's maintenance and operating costs.

The city also will operate two surface parking lots, located near the Aud site, which will be designated for oversized vehicles, accommodating a minimum of 200 recreational vehicles and providing space to display Bass Pro's trailer-mounted boats.

Under the agreement, the Erie Canal Heritage/Great Lakes Museum will be built as part of the Bass Pro project. The museum will be owned by a yet to be designated public agency or nonprofit group. Bass Pro will support the museum by funding its staff.

The agreement also gives Bass Pro a role in development of the vacant Webster block, located directly southeast of the Aud, between Main and Washington streets. The retailer has final say regarding future use, architectural design and scale of any future development on that parcel.