The SR 264: Second Mesa project was a rockfall containment and safety project. Initial designs for this challenging project involved several side-hill MSE retaining walls. A value analysis was performed, and NCS was asked to help come up with alternative wall/fill schemes under our On-Call contract with ADOT. During the value analysis process, 2 walls were eliminated, and the other two were redesigned by the team to be an innovative hybrid of soil-nail wall and GeoFoam platform combined with pre-cast concrete facing.