Constructed in 1907 during a period of robust city growth, the Babcock replaced the original Billings Opera House, which was destroyed in a catastrophic fire. Owners first planned a four-story commercial block, then a seven-story building, but only built the two-story base. The first floor features an L-shaped interior arcade, lit by a skylight. The theater and retail shops, some with pressed metal ceilings, opened onto the arcade until the 1923 remodel. Luxfer prism glass—in the arcade floor and in the Second Avenue sidewalk—let light into the basement bowling alley and other below-ground businesses. The second floor originally provided office space, most notably for the U.S. Land Office, which issued homestead patents. During the Great Depression Hyme Lipsker, who purchased the Babcock in 1924, hired architect J. G. Link to convert the offices into efficiency and one-bedroom apartments, many with Murphy beds. Tenants entered the apartments through a majestic lobby, with a crystal chandelier. Nevertheless, the theater was always the Babcock’s main attraction. The Babcock offered a venue for theatrical performances, orchestra concerts, vaudeville, and even boxing matches. As live theater gave way to silent films and then “talkies,” owners remodeled, in each instance installing the latest technology and adapting to current fashion. Top-of-the-line designers replaced the original Neo-classical elements with Spanish Colonial accents in 1920; Art Deco décor in 1935, after a catastrophic fire; and, finally, Streamline Modern design in 1955. Reflecting the philosophy that the “show begins at the sidewalk,” the entrance moved from the arcade to the street in 1927. The current, highly visible, “Skouros style” marquee and entryway, visible from blocks away, dates to 1955.