The proposed site sat just thirty-five miles from Washington, D.C., in Prince William County, near the hallowed ground of the Manassas battlefield where two major Civil War engagements were fought. Disney chose northern Virginia for its proximity to millions of tourists already visiting the National Mall and Civil War sites, and for the historical resonance that matched the park's patriotic educational theme. The plan called for nine distinctly themed areas across roughly 125 to 185 acres: Crossroads USA, a pre-Civil War village serving as the park's hub; Native America, featuring a Lewis and Clark whitewater raft ride; a Civil War Fort with staged reenactments and nighttime naval battles between replicas of the Monitor and the Merrimac on a man-made Freedom Bay. Additional zones included a family immigration story told with Muppets, factory tours of companies like Apple and Crayola, and a dining district with streets themed to different American cities.

Opposition crystallized fast. A group called Protect Historic America brought together heavyweight historians who argued that Disney could not be trusted to handle the complexities of slavery, Native American displacement, and war with the nuance they demanded. Eisner pushed back hard, telling The Washington Post in June 1994 that he had "sat through many history classes where I read some of their stuff, and I didn't learn anything. It was pretty boring." He brought skeptical historians to Epcot to tour The American Adventure attraction, hoping to win them over. They came away even more convinced that Disney's approach was insufficiently complex, subtle, and inclusive. The group's visit to The Hall of Presidents at Magic Kingdom fared somewhat better, but the damage was done. Environmentalists joined the fight over traffic and watershed impacts. Williamsburg's Colonial Williamsburg worried about losing visitors. By summer 1994, the battle had reached Congress.

In mid-September 1994, three thousand protesters rallied in Washington against the park. Despite political backing from Virginia's governor and legislature, which had approved subsidies for the project, Disney concluded it could win official approval but never public acceptance, and the resulting delays were unacceptable. On September 28, 1994, the company withdrew. Eisner announced that Disney still intended to build the park somewhere in Virginia or Maryland at a "less controversial" site. That site was never found. By March 1995, Disney was selling the Haymarket land. The fields where Crossroads USA and Freedom Bay would have risen were instead developed into the Dominion Valley and Piedmont housing subdivisions, along with Camp William B. Snyder, a Boy Scouts of America camp.

Disney's America died in Virginia, but its ideas lived on elsewhere. The Lewis and Clark raft ride became Grizzly River Run at Disney California Adventure. The State Fair roller coaster evolved into California Screamin'. The Victory Field aviation area inspired Soarin', the hang-gliding simulator now at Epcot and Disney parks worldwide. Bountiful Valley Farm became a section of the California park. Even the patriotic entertainment venue found echoes in later Disney productions. In 1995, English musician Graham Parker released a song about the failed park on his album 12 Haunted Episodes, a track the Los Angeles Times called "the best of his latest batch" and a critique of "soulless commercialism." Disney's America never opened a gate, but pieces of it are scattered across theme parks that millions visit every year, attractions stripped of their historical framing and reassembled as pure thrill.