The commanding officer of the Charleston Naval Shipyard describes how activity-based costing (ABC) and value analysis were used to alleviate the pain of downsizing at the facility: ABC is ideally suited to downsizing and restructuring support departments that provide such functions as personnel, accounting, administration, and materials management. At Charleston, the combination of ABC and value-added analysis techniques made support activities visible and understandable, facilitated the restructuring of support functions, helped establish priorities for improvement, and improved the performance and cost of activities. Beyond downsizing, the shipyard is applying ABC to collect cost-per-unit data, to ensure ongoing improvement, and to facilitate the bidding process. A shipyard cost model and a decision tree for value-added analysis are provided.