Ground Up Fun explores the activation of emotionally and physically negative spaces. Specifically, it focuses on the physical gaps between objects and people in the built environment, and the emotional spaces that exist between happiness and sadness (mixed emotions). The objects and book that together define Ground Up Fun activate these in-between spaces through humor, exaggeration, play theory, and disorientation. Through iteration and material exploration, I have developed a playful visual vocabulary that reflects complex interwoven emotions which begins to challenge the role and potentiation for public art projects. The primary materials used for this work, styrofoam and cardboard, tend to be found in banal, forgotten, and transitory spaces. However, for this project, these materials occupy a prominent role as holders of ideas, and their negative spaces become the transitory spaces. My intention is to create a heightened experience that counters the passive walk through.