A successful urban place is one in which people want to be, and keep returning to. Key ingredients are unmistakable identity, high density, and mixed-uses. This architectural thesis will focus on proving that place-making through design and use, creates value. If high density is created over time on one side of the San Francisco (NoMa, North of Market Street), it is inevitable that the other side should catch up (SoMa, South of Market Street). The proposition is to break up a SoMa superblock into a smaller, human scale while simultaneously building higher than allowable densities in order to attract people, revive the community, and design a transit-oriented development. The project will propose a schematic design and financial pro forma for a portion of the block. Issues addressed will be appropriating value from nearby urban amenities into the site, creating affordable high design to appeal to a spectrum of income levels, from low-income to luxury, and defining an unmistakable identity for the project that expresses the San Francisco lifestyle.