BALTIMORE (WJZ) — A Baltimore destination gets its first makeover in three decades.  New shops, restaurants and attractions are headed to Harborplace.

Adam May has a sneak peek.

Shoppers seem a little lost walking through the empty hallways of the Light Street Pavillion at Harborplace.

“Everything is boarded up,” said one.

WJZ got a tour of the other side of the temporary construction walls. Crews taped drywall and finished floors in what will become a new food court on the first level with four new fast food restaurants.

“We’re making a lot of improvements. Really, the most improvements we’ve made since we opened in 1980,” said Chris Schardt.

The mall’s general manager says visitors will be stunned by the changes.

The front of Ripley’s will feature a giant figure of Chessie, the legendary sea monster rumored to live in the Chesapeake Bay. It will be next to Hooters, which stays in business. Other new restaurants include Bubba Gump Shrimp and a remodeled J. Paul’s, getting a new outdoor bar.

The construction still has a way to go, but everything is on track and they’re hoping to have everything open by Memorial Day weekend. McCormick is also opening the World of Flavors. Shoppers will be able to match spices to their personality.