An existing Geelong CBD retail shop with 5 different floor levels was successfully converted into a dental practice in 2014. Innovative, yet functional architectural design elements both inside and out were created by Cotter Reid Architects as a welcome distraction for nervous patients. Over 3 levels, circulation was rationalised to maximise useful floor space and provided a central reception and waiting area; 5 surgeries; sterile room; laboratory and work room; staff amenities as well as meeting and office areas. Colour, angular forms and fractal geometries create a space filled with texture and interest. A visit to the dentist is unlikely to become fun but it may become less daunting and Cotter Reid Architects have attempted to shift people’s perception of the standard dental practice at James St Dental Clinic.