The Brotherhood of Locomotive Engineers, to increase pensions for their members, built the Cooperative National Bank in Cleveland, Ohio, in 1902, which grew by a million dollars a month. They sought Florida land as an investment. The large blocks of land owned by Dr. Fred Albee, with beach on the Gulf of Mexico and Seaboard Airline Railway access, appealed to them. In 1925, they bought Albee's Gulf holdings and retained his city planner, John Nolen.
The BLE planned to build the perfect city in three years. Built in Northern Italian style architecture, Venice would be "The Queen of the Gulf." Retirees would buy five- to twenty-five-acre farms complete with the house built and the crops planted.
By June 1926, the BLE Realty Corporation was spending $500,000 a month on development. Venice had six hotels, a bank, theater, pharmacy, new train station, and bathhouse. Phase one was complete with a city water plant, sidewalks and gutters, storm sewers, and six miles of graded streets. There was a forty-acre demonstration farm and a 160-acre dairy farm. By March 1928 there were 188 residences, 141 apartment units, and 83 stores.
At the Brotherhood of Locomotive Engineers Convention the summer of 1927, a committee investigating the finances discovered that the realty corporation had operating losses of $3.4 million by June 30 and projected that if the remaining property were sold at the same ratio to expense, more losses would be incurred. The four top officers of the Brotherhood were removed and the convention voted to get out of Venice as quickly as possible. By 1928, most of the BLE people had left, and all were gone by 1929. The Brotherhood of Locomotive Engineers lost $18,000,000 on "The Queen of the Gulf."