A nonprofit arts organization dedicated to offering opportunities to emerging artists, The Soap Factory owned an unheated, non-code compliant, Victorian-era factory in the Mills District of Minneapolis. Unable to utilize their space year around due to the lack of a heating system, they were looking for solutions to provide basic building improvements, window replacement, HVAC systems and code compliant exiting. Working with the board of directors, we developed scenarios that included the most basic improvements to allow the Soap Factory to be used year around and lease space in the building to provide funds for additional improvements. The simplest scheme created shafts of luminous material that would “pierce” the raw spaces and hold stairwells, elevators, and vertical duct runs. A more elaborate scheme added horizontal shafts that would “hole” program spaces. A third scheme added a new structure “piggy backed” on the two-story, non-historically distinguished portion of the building. This structure would add considerable additional leasable/sellable space. After these schemes were priced by a general contractor, the board is determining which direction to take.