The Old Capilano River Bridge in West Vancouver, B.C. was a two-span steel through truss structure originally built in 1930, with a span added in 1949. It carried all westbound traffic on Marine Drive coming into West Vancouver from North Vancouver and off the Lions Gate Bridge from Vancouver. The aging bridge was in need of replacement and widening, but it carried a large volume of traffic daily and interruption of service during construction was not an option. The Marine Drive Overpass just to the east, carrying Lions Gate Bridge traffic over Marine Drive, built in 1938 and expanded in 1956, had inadequate vertical clearance and also needed widening. Dedicated transit lanes were needed to get transit buses onto Lions Gate Bridge faster during peak hour traffic. Improvements were needed to provide access for pedestrians, cyclists, and transit users. Finding solutions to all of these needs drove the Marine Drive Transit Priority Project, jointly funded by the governments of B.C. and Canada. This fast-paced project saw the replacement of both bridges, the addition of transit-only lanes, improved cyclist and pedestrian paths, and general enhanced safety in the area. The entire project was conceived, designed, and constructed in less than two years. Contributing to the success of the project were a number of factors including: advance planning and early construction of some key elements of the work during seasonal environmental windows; good communications between client and many consultants all channelled through a key person for each; a streamlined submittal review and approval process; advance environmental permitting; sliding the Capilano bridge laterally overnight to create a detour route with no interruption to traffic; construction staging for the new Marine Drive Overpass that kept traffic moving while building the new bridge in two halves; maintaining pedestrian traffic through the middle of a bridge construction site; and adapting the bridge design to accommodate seasonal construction issues to reduce risk to the scheduled completion date, which was tied to the project cost sharing formula. The paper describes the project, the issues, innovations and successes, and lessons learned for future projects.