Fury13, I agree that there do not need to be at-large members. While I am not completely opposed to the idea, I think that having legislative body members represent a district-based constituency has many benefits.
At any rate, one factor that will need to be considered is the population of whatever districts are created. Since the 1964 Supreme Court decision in Reynolds v. Sims, "one person, one vote" is required in apportioning electoral districts. Therefore, at least at the time the districts are initially drawn up, the populations of each district will need to be nearly the same. Then, the districts would need to be redrawn every 10 years based on census data. As a result, I think the best that will practically happen is to do the districts roughly by geography, and then play with the district lines to account for population.
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