In recent years, a renewed interest has blossomed in rail travel and rail investment. However, federal funding constraints for new transit projects threaten the feasibility of urban rail network construction and expansion. In response, the public sector has begun to consider alternative financial mechanisms including value capture. As new construction expands transit’s reach into the suburbs, another phenomenon is facing these communities – the death of the suburban shopping mall. This report examines these two issues: constraints in transit funding and the proliferation of greyfield shopping malls. Addressing both issues, the argument is made that greyfield shopping malls serve as excellent locations to implement transit value capture strategies by converting the malls into suburban transit-oriented developments (TODs). / text