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She used to sell seashells by the seashore, but after 40 years of business in Honolulu, Ala Moana Center has moved on to Gucci swimsuits and Chanel sunshades.

The superregional mall once housed a collection of mom-and-pop shops, souvenir stores and other local flavor. But as an increasing influx of deep-pocketed tourists from North America and Asia flooded thecenter, Ala Moana's owners opted to take her more upscale.

The culmination was a $160 million renovation project, finished in October 1999, that has changed the Hawaiian beauty's face but maintained her sunny personality.

Facing the ocean on one side and the mountains on the other, Ala Moana is a tropical resort unto itself. With surfing and sunbathing across the street at the Ala Moana Beach Park, and a 2-mile stroll to the Hawaiian capital city's nearby financial district, it's no wonder the center snags 56 million visitors per year.

Many of them are local residents who rely on Ala Moana's unique melange of convenience and major retail tenants, but the center also draws shoppers from two of its neighbors: the new, $350 million Convention Center and the tony Ala Wai Boat Harbor, where affluent jet-setters dock their yachts for a little R&R. This demographic diversity has made Ala Moana a center where shoppers can visit the post office, grocery store and Cartier in one stop.

Last year, Chicago-based General Growth Properties shelled out $810 million to purchase Ala Moana Center from D/E Hawaii Joint Venture, a partnership between Tokyo-based Daiei Hawaii Investment Inc. and New York-based Equitable Life Assurance. The deal also included two office buildings, 52,000 sq. ft. of additional retail and 44,000 sq. ft. of vacant land near the center. One of the property's main attractions was its already-planned revamp. Neiman Marcus had signed on for a new, three-level, 165,000 sq. ft. department store, enabling the addition of a center-wide third level with 140,000 sq. ft. of new GLA, an expanded food court and extra parking.

By the time General Growth came into the picture, two Seattle-based architecture firms were already knee-deep in the project: DLR Group, the architects-of-record that designed the original Ala Moana in 1957, and Callison Architecture, the production architect for the remodel. The two firms collaborated on design and documentation for the center, food court and parking lot renovations. Atlanta-based architects Diedrich/Niles Bolton Associates also landed in the Aloha State to orchestrate the creation of Neiman Marcus Ala Moana.

Best leied plans Members of the architecture team put their heads together and decided to de-mall the center. "We needed to minimize the visual impact of a large-scale addition," says Bob Tindall, principal of Callison. "More than merely creating a bigger shopping center, we saw the renovation and expansion of Ala Moana as an opportunity to create a shopping experience that one could find only in Hawaii, including the tropical climate and informal lifestyle."

Unfortunately, the original structure was not designed to accommodate the planned vertical expansion. Floor-to-floor heights were twice what they should be for such a remodel, presenting both structural and aesthetic challenges, Tindall says.

Aesthetic issues were addressed with an eclectic, village-style architecture of varying scales, forms and materials to break down the large expanses of walls and to lend a more human scale. Distinct roof forms and zoning were used to segregate the building scale further, says Tindall.

The metamorphosis from mall to village was no quick change. In fact, preparations for the remodel required a three-year head start. To create consistency between the new addition and the various prior ones, the team had to touch every section of the existing center. "Ala Moana consists of several districts, each of which evolved in its own character. In fact, design emphasized greater distinctions between the various districts," Tindall says. "The construction was phased and each area completed before the next started, making the transition from old to new feel subtle and appropriate."

Plans in hand, the development team gathered on the congested, 50-acre site, where room was scarce for construction equipment and storage. "The first task was strengthening the columns on the first two stories," says John Pettit, DLR Group's principal for the Ala Moana renovation. "General Growth's plan was that, astenants changed over, we could strengthen the columns in their shops during the vacancy." In cases where tenant leases lasted for the duration of the remodel, the necessary work was done at night. Because Ala Moana's lowest floor rests below sea level, foundations for the columns were driven into a subterranean coral bed for stability.

The third-level overbuild was perhaps the most daunting architectural challenge of the renovation. The center featured some pre-existing, open-air areas that made shoppers vulnerable to falling construction debris from the surrounding roofs. "The contractor proposed a temporary, plywood cover to protect shoppers from the overhead construction," Pettit says.

Inside the lower-level shops, the remodel team had to bring in unistructure systems from which tenants could hang all of their ceiling equipment while the actual ceilings were being torn out. "Then we built the third story and its roof before the floor was built," Pettit says. "It was treated to prevent water damage, then the second-level ceiling was torn out and the second-level floor was built."

The second phase was the parking deck. "Working on it was like working on a chessboard," Pettit recalls. "We had to plan every move so there would be sufficient parking available for consumers." The deck took two and a half years to finish, and at one point it served as the center's food court while the original was being remodeled.

Local color The remodel team had more issues to confront than just the architectural and aesthetic aspects of the project. Ala Moana had become as much a part of the lush Waikiki landscape as the white sugar beaches and looming volcanoes. Locals who once viewed the center as an imposition now saw it as an important catalyst of community activity. The company wanted to avoid alienating any consumers during the course of the project.

The development team realized just how attached locals had become to the center when they contemplated eliminating the mall's center stage. The popular venue had entertained shoppers with an average of two live entertainment acts per day. The local community, from which most of the center stage's talent pool was drawn, flatly refused to part with what had become a beloved tradition.

Preserving the tradition required a demonstration of respect for Ala Moana's distinct personality. Hawaiian horticulturists consulted on the landscaping, bringing a little of the "Aloha spirit" to the environment. The results were meandering paths through banyon trees, koi ponds, a taro patch and other native scenery.

"Several factors work together to tie the center into the Hawaiian vernacular: open spaces, shade and shadow play created by distinctive roof forms, use of the beautiful ocean and mountain views, lush landscaping, and a variety of lighting sources," Tindall says.

General Growth also launched a campaign to keep local shoppers in sync with the renovation's various phases. "As the renovation progressed in stages, part of our marketing efforts focused on informing customers about how to navigate around construction areas and find temporarily relocated stores and open parking areas," says Dwight Yoshimura of General Growth Management of Hawaii Inc. Yoshimura serves as general manager for the center.

Retailers were another consideration. The upscale mix of tenants, including high-fashion flagships Christian Dior, Emporio Armani and Gianni Versace, were understandably concerned about any renovations that could slow the center's traffic flow of 2 million visitors per month.

"During construction, we had monthly town hall meetings with retailers. These were attended by an architect and contractor, so all of the retailers' concerns could be addressed," Pettit says. "There were also individual meetings with each retailer to discuss the impact of the renovation on their particular space." Another concession to retailers was inked in DLR Group's contract. "We had to notify retailers seven days in advance before any work, no matter how small, was done on their shop."

The final component of the renovation was Ala Moana Center's transit station. To give tourists easy access to Ala Moana and to minimize parking lot stress levels, the bus station, located on the mall's bottom level, was expanded. Now accommodating a daily dose of 2,100 buses with 37 passengers each, the center has become Honolulu's central bus transfer station.

She's bigger and she's better, there's no questioning that. But when tourists return to the island of Oahu after many summers away, odds are they'll still recognize Ala Moana. It's the true mark of success for the renovation team, which managed to grow the center's individualism rather than stifle it.

"Our goal was to preserve the open-air feel as we built vertically," Yoshimura says. "There is a growing awareness in this state about the need to preserve a Hawaiian sense of place, not only for visitors but also for local residents. We didn't want to look like any other mall on the U.S. mainland, and I think we've succeeded."

* Plan for success Know what you are doing far in advance to build opportunities for success.

* Patience, patience, patience Utilize tenant turnover to your advantage.

Move-outs are the perfect time to reinforce the structure or reroute systems.

* Get proactive It is worth the time and trouble to have an open-door policy with tenants and shoppers. Information breeds support, and support generates enthusiasm.

Additionally, addressing concerns now instead of later makes the difference between minor inconvenience and major rumor mill.

* Know your project If you understand the impact a renovation will have on each space and put forth the effort to minimize inconvenience, you can easily relay this to tenants and potential tenants.

* Keep utilities running Planning ahead makes the installation of new mechanical systems or demolition around existing systems occur with uninterrupted service. If the project is well-run, tenants and shoppers won't realize that major demolition happened the night before or that a mechanical system was replaced a month ago.

* Construct during off hours Finding a contractor that supports your low-impact vision is essential. When doors open to shoppers in the morning, dust and noise should be gone, blockades removed or replaced, and business operating as usual.

* Keep common spaces not only functional but also inviting Use inventive ways to keep common spaces such as food courts open during the life of the renovation. This keeps regulars coming back throughout the renovation.

Source: DLR Group

If you believe in kharma, then the success of Ala Moana Center seems inevitable. After all, it stands on what was for years the Piko, or regional trading post, for the Hawaiian islands. The site was considered by locals to embody the spirit of the community.

When the site was cleared in the early 1900s to make way for what would become Ala Moana Center, locals staunchly opposed the development. Native spiritual leaders, known as Kahunas, were particularly vehement. But through the years, a sensitive management and development approach helped Ala Moana gain good favor.

Following is a brief summary of the events that have shaped Ala Moana and contributed to making her the success story she is today.

* 1884 - A princely legacy Upon the death of Hawaiian Princess Bernice Pauahi Bishop and in accordance with her will, a 50-acre swamp site (the eventual site of Ala Moana Center) is put up for sale as unproductive land.

* 1912 - Dillingham steps in The unwanted land is purchased for $25,000 by developer Walter F. Dilling-ham. The swamp land is filled in with acres of coral from nearby Dillingham dredging projects.

* 1957 - Construction begins Construction starts on Ala Moana Center, Hawaii's first regional shopping center.

The architect of record was Seattle-based DLR Group, then named John Graham and Co.

* 1959 - Center completed The year Hawaii celebrates its statehood, Ala Moana Center makes its debut. The $14 million center has 680,000 sq. ft. of GLA, with 87 stores and 4,000 parking spaces.

* 1966 - Phase II Phase II opens, doubling the size of the center to 1.3 million sq. ft. of GLA, 155 stores and 7,800 parking spaces.

* 1976 - JCPenney grows JCPenney opens a fourth floor, increasing Ala Moana's space to 1.4 million sq. ft.

* 1980 - Liberty House expands Liberty House department store adds a fourth floor, increasing Ala Moana's space to 1.5 million sq. ft.

* 1982 - The D/E Hawaii years Ala Moana Center is purchased by D/E Hawaii Joint Venture. Work is completed on a $15 million renovation to beautify the center and refurbish the exhibit and stage areas.

*1987 - Phase III A two-year, multimillion-dollar renovation and re-merchandising program is completed. It involves the relocation of Woolworth and Foodland, and the creation of the Makai Market food court.

* 1990 - Phase IV Another multimillion-dollar expansion is officially completed. The project involves a total reconfiguration of 66,000 sq. ft. of the center mall level and 11,000 sq. ft. of the ground level. The project also entails a 51,000 sq. ft., third-level vertical expansion.

* 1999 - Phase V Completion of Phase V-a in October expands the mall to 1.8 million sq. ft. The revamp adds a third level and department store, and expands the food court to serve nine new tenants (totaling 30) and seat an additional 460 people. The new parking garage provides another 1,100 spaces for the busy retail center.

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