Sustainable and passive design can be used to remodel an industrial site, while preserving historical context and creating a productive mixed-use space. This thesis project will take an existing abandoned automobile manufacturing plant and create an adaptive reuse space using passive design. The building will be a mixture of spaces and features including both residential and commercial use. The structure will be remodeled using passive and sustainable systems to create a low energy efficient building using: solar, recycled water and daylighting. The passive systems will be researched, cataloged and incorporated into an existing manufacturing plant to make it more energy and cost effective for the building users. The building will include apartments on the upper two floors, shops and restaurants on the lower two floors and offices, meeting rooms and an education center on the middle two floors. Transit and parking will be added below grade and on a vacant lot adjacent to the site. The exterior will incorporate vegetation to provide shading and a garden space for the building users. Case studies will be used to verify, create and catalog the different types of passive systems and sustainable practices and their benefits and shortcomings. A comparative analysis of the passive systems will be used to design a mixed-use space in an existing manufacturing plant.