This proposal for a 48,000, mixed-use urban infill project was submitted for the SF Prize Ocatvia Boulevard Housing Design Competition, with the challenge of developing innovative housing and retail solutions that would help to revitalize the area. The site is reclaimed territory that became available when the Central Freeway, damaged in the Loma Prieta earthquake, was torn down and a new public park and promenade were built in its wake. Twenty-seven residential units surround an internal courtyard above two levels of commercial space. Open spaces and a pedestrian street are created to provide an extension to the park and circulation to the shops and to weave the development into the fabric of the existing neighborhood and imply connections to future development.