The historic Berryville Pharmacy building on Main Street in Berryville, Virginia was a successful State and Federal Rehabilitation Tax Credit project. The working pharmacy on the first floor was repaired, renovated, and updated with new finishes and systems while remaining open for business. The second floor, which had been unimproved and unoccupied for 30 years, was rehabilitated to create three studio apartments with state-of-the- art appointments. The historic plaster, wood floors, doors, and windows were restored where possible created desirable downtown living units. New systems were integrated while maintaining the look and feel of the historic spaces. All three apartments have remained leased since opening day.