A computer simulation model, the Regional Simulator (RSim), was constructed to project how land-use changes affect the quality of water, air, noise, and habitat of species of special concern. RSim was designed to simulate these environmental impacts for five counties in Georgia that surround and include Fort Benning. The model combines existing data and modeling approaches to simulate the effects of land-cover changes on: nutrient export by hydrological unit; peak 8-h average ozone concentrations; noise caused by small arms and blasts; and habitat changes for the rare Red-cockaded Woodpecker (Picoides borealis) and gopher tortoise (Gopherus polyphemus). The model also includes submodules for urban growth, new urbanization influenced by existing roads, nonurban land cover transitions, and a new military training area under development at Fort Benning. The model was run under scenarios of business as usual (BAU) and greatly increased urban growth for the region. The projections show that the effects of high urban growth will likely differ from those of BAU for noise and nitrogen and phosphorus loadings to surface water, but not for peak airborne ozone concentrations, at least in the absence of associated increases in industry and transportation use or technology changes. In both scenarios, no effects of urban growth are anticipated for existing populations of the federally endangered Red-cockaded Woodpecker. In contrast, habitat for gopher tortoise in the five-county region is projected to decline by 5 and 40% in the BAU and high urban growth scenarios, respectively. RSim is designed to assess the relative environmental impacts of planned activities both inside and outside military installations and to address concerns related to encroachment and transboundary influences. © 2008 by the authors. Published here under license by the Resilience Alliance.