OCEANSIDE – The city Planning Commission says the once-iconic Valley Drive-In theater should be replaced by a 950,000 square-foot shopping center.

Commissioners voted unanimously late Monday night to approve the 92-acre Pavilion at Oceanside on the theater site along Mission Avenue at Foussat Road in the San Luis Rey Valley, two miles east of Interstate 5.

It would be the largest shopping center in the city.

In recent years, the four-screen theater site has been vacant except for weekend swap meets.

Thomas Enterprises of Georgia is proposing the shopping center. Thomas built the popular Forum center in Carlsbad, and residents have hoped for a similar upscale shopping experience.

But opponents said last night that the Target and Best Buy stores planned for the Pavilion don't fit that definition and aren't going to attract shoppers away from Carlsbad and Encinitas as they envisioned.

In addition to those two big-box stores, the Oceanside center would house a multiplex theater, a health club, restaurants, other shops and three drive-throughs on Mission Avenue.

Opponents said that combination simply will steal customers from other Oceanside shops and cinemas, forcing them to become vacant storefronts.

The Planning Commission vote is final unless it's appealed to the City Council.

Many of the 16 speakers at the 2½-hour hearing opposed the center.

They were led by Brandon Ebeling and Gwen Price, officers in the Marlado Highlands Homeowners Association. They said the center will bring too much traffic to Foussat, the major road in and out of their 1,000-home community.

However, commissioners unanimously agreed with another set of residents that it would be a bad idea to connect a section of Pala Road to be built along the west side of the shopping center with an existing stretch. They said residential streets should not carry through traffic.

City Planner Jerry Hittleman had recommended the connection, already in the city's traffic-circulation plan.

Hittleman said this may be the last chance to get a big developer to pay for the $16 million roadway extension.

During a break in the hearing, Mel Kuhnel, vice president for development of Thomas Enterprises, said a requirement to build the road would have been a deal-breaker.

Commissioners made an additional request, though, for a walkway through a 200-foot-wide habitat corridor to give easy access to the shops for residents of the Fireside area on the center's eastern side. State and federal wildlife agencies would have to approve that plan.