Faced with an aging filter valve and control infrastructure, the City of Ann Arbor decided to replace all of its filter valves, actuators, and controls at its water treatment plant (WTP). The new system consists of butterfly valves, electric actuators, and a digital control network connected to programmable logic controllers (PLCs). New instrumentation included particle counters, headloss gauges, backwash turbidimeters, level elements, and flow meters. The new system improves reliability of the filtration process, reduces operation and maintenance (O&M), and maintains the ability to produce excellent water quality. Lessons learned during design, construction, and start-up are discussed. Includes figures.