The Ten Mile River watershed, with a total drainage area of about 56 square miles, is located in southeastern Massachusetts and northeastern Rhode Island. About 51 square miles of this drainage area are situated in Massachusetts and the remaining five square miles are located in Rhode Island. In cooperation with The Rhode Island Department of Environmental Management (the Local Sponsor), the City of East Providence, and other Federal and State agencies, the U.S. Army Corps of Engineers is constructing Denil fish passage facilities at the first (lowest) three dams on the river: Omega Pond Dam, Hunts Mill Dam, and Turner Reservoir Dam. These Denil fish passage facilities will provide for upstream migration of adult blueback herring, alewife, and American shad to historic spawning areas. The project will restore anadromous fish populations to the lower Ten Mile River up to the Golf Club Dam in Pawtucket, Rhode Island. This will allow anadromous fish access to about 340 acres of spawning habitat and provide approximately three miles of riverine spawning habitat for Blueback Herring and American shad. Based on the projections of DEM, these habitat areas will support a fish run of more than 200,000 herring. The number of American shad that will return is unknown, but the fishways are capable of passing about 25,000 shad. Construction work at Turner Reservoir and Hunts Mill Dams began September 2010. Plans and specifications for the fish passage facility at Omega Pond Dam are being finalized in parallel with the legal agreements necessary to access the site and perform the work. The three dams presented a number of engineering, construction, and administrative problems related to ecological and historic resources, construction on aging infrastructure, and utilities. The presentation will include a summary of work completed to date, design, and construction considerations, and lessons learned.