AutoZone purchased a building across the street and one block north of their existing eight-story corporate headquarters in downtown Memphis to accommodate their steady growth. The three-story office building, originally built in 1880 as a pair of cotton warehouses, was redesigned to house 300 technology-oriented employees. The new space balances the historic brick walls and wood frame construction with the demands of the twenty-first century office offering an abundance of meeting rooms as well as traditional open office space. Masonry walls, cast iron columns, and wood timbers were left exposed whenever possible. Challenges including integrating the new spaces into an existing structure with a mix of very high ceilings, very low ceilings, and variations in floor elevation on nearly every occupied floor. The resulting design is an energy efficient, intelligent office building that showcases its 150-year-old roots.