The State Theater, in downtown New Brunswick, serves as a cultural and artistic anchor for the city. Farewell Architects was charged with studying the architectural possibilities of this institution's desire to increase capacity, expand their programming for dance and theatrical venues, along with compliance with the required barrier free circulation of those spaces. This was accomplished both with stage consultants and price estimation. A design solution that both respected the urban context of a pedestrian oriented Livingston Street and the 1921 facade was developed. The proposed design not only showcases the activities within the spaces but also gracefully transition from new to old by the thoughtful section of planes and material selection.