For the last 80 years the Museum of Discovery in Little Rock (MOD) has served central Arkansas as a combination natural history, cultural history, and science museum. Recently the staff and Board of Trustees decided to re-invent the Museum of Discovery as an interactive museum focusing on science, technology, and math. MOD came to the Science Museum of Minnesota to develop an exhibit master plan that could serve as a guide to its future and to help prepare capital funding plans. In four short months the Science Museum worked closely with MOD staff and Board members to fashion a thoughtful and practical plan that builds on MOD's strengths while drawing on the treasure trove of great interactive experiences in the science museum field to seed the renovated museum.