Removing dams, building fish ladders and bypass channels, and restoring river habitat can be expensive. In this period of funding shortfalls, cutbacks, and layoffs, resource managers are tasked with improving passage and habitat with minimal resources. They must decide which projects can provide the most benefit per dollar spent. With over 3000 dams in MA and hundreds of thousands nationwide, these impediments to water and sediment flow and fish and aquatic organism passage are often targeted as providing the greatest benefit to the resources. Aside from the relatively simple engineering, removing dams is a multi-faceted challenge including permitting, managing historical/archaeological resources, protecting endangered and threatened species, removing the structure itself, water management, managing residents' expectations and concerns, and managing the impounded sediment that may be contaminated. With all of these important aspects to dam removal, the attention given to restoring post-removal aquatic habitat may be overlooked or minimized. Dam removal can remove the impediment to passage but does not guarantee quality aquatic or riparian habitat in the former impoundment. What is the importance of restoring the channel and aquatic and riparian habitat? Is dam removal a success if a formerly wide wetland or swamp becomes a single-thread channel with high banks surrounded by upland because of all the impounded sediment? This presentation discusses the challenges of dam removal and restoration with limited budgets, the importance of coordinating dam removal and channel/habitat restoration, and suggests opportunities when successful dam removal can be accomplished with a minimum of upstream restoration.