Fargo’s rapidly improving downtown community life has one large, seven-month-long problem: winter. During the frigid winter, the public life of Fargo’s downtown comes to a halt. Thus, this research began with the goal of designing an ideal indoor public space for Fargo’s winters. To understand the best design for the proposed public space, a broader question is posed: How can a space’s design promote positive third-place activities within an urban, indoor, Midwestern context? The third-place concept was first proposed by Ray Oldenburg’s text The Great Good Place (1989) and is the foundation of this research. Oldenburg defines the term “Third Place” as an informal space which support relationships among community members. The research begins with compiling case studies of spaces which host third-place activities and identifying re-occurring patterns of user behavior and architectural design. The research cumulates in the final design of an elevated interior garden, located directly above stores in Downtown Fargo, to demonstrate how a space’s architecture can encourage third place activities.