The paper does deals with the following questions in general: * re-defining and re-developing shrinking cities after their industrial era ñ the question of making growth happen in strategic urban development features of shrinking cities ñ ìex navicula navisî; * Standing in the shadow ñ the problem of the ÑClass Bì agglomeration ñ why in many cases it pays off to have a close second look at B-rated urban agglomerations, and why investors who went there tend to be content; * Linkage between zoning and investment policy ñ can locations attract FDI only by financial subsidies or is there a significant potential for improvement of zoning and planning procedures which can prove to be more effective? // The paper does not look at these questions only in theory, but in front of the background of the second largest Polish city. It provides a comparison between the attractiveness of the conditions of investment in Warsaw and in _Ûd_. Flexibility in zoning and planning, duration of procedures, governance and the persistence of bureaucratic obstacles, and also adequate possibilities of participation for investors, but also for other stakeholders are analyzed in this respect.