This practicum focuses on the issues of the overlapping boundaries between Student housing and downtown redevelopment. Can graduate students find a place in the downtown to meet their need for off-campus housing, and simultaneously help build a healthy, vibrant, downtown community; ensuring the housing facility represents a quality space for both graduate students and the local community? The following is an investigation of related issues including: Richard Florida’s notion of the Creative Class, multi-purpose development, the university as an urban catalyst, and adaptive reuse. The combination of graduate housing and the city’s downtown redevelopment will create new design typology that benefits both graduate students and downtown community. The practicum project consists of a live/work space for Winnipeg in the Waterfront area by adaptively reusing the James Ave Pumping Station building. The renovated building includes a bookstore, a coffee shop, a daycare, and an urban grocery store. However, the design focuses on the informal learning space and the quality of graduate students’ living experience through aspects such as accommodation, study space, meeting and casual spaces.