Premise: During the 1990's the city of Denver began to build a modest public transportation system to complement the Regional Transportation District's bus service, the Light Rail - its evolution continues. In 2004 voters showed support for a sales tax (increase) to build a larger regional system called Fasttracks. It's overwhelming support indicates popular interest in transit oriented issues. The original urban Light Rail supports access from fringe areas of the CBD to several important locations, including the 16th Street Mall, Union Station, and the Denver Convention Center. New urban design issues arise with the growth of the transit, one point of discussion is transit oriented development. Contemporary planning ideology typically refers to transit oriented development with broad intent. Less dependency on the automobile, pedestrian friendly communities, and environmental concern not the least of the issues. The light rail may support prototypes for development more reassuring of the notion of mass transit. Housing, retail and commercial interests could establish footholds at or near the rail stops and present opportunity to realize the potential of transit oriented development in marginal ways. Benefits would likely include economic development for neighboring communities and support for future urban design scenarios based on transportation infrastructure. At the present time many of the outlying rail stops serve aged light industrial facilities and large parking areas (surface lots) intended to ease access to rail stations and lessen congestion in downtown areas. This studio project explores alternative uses for light rail related landscapes.