In Australia, large-scale residentially driven waterfront redevelopments have taken on a new urgency and their development has increasingly become politically, socially and economically significant as urban populations have burgeoned and governments have sought ways to house, employ and ensure quality urban environments. Through the lens of Henri Lefebvre's spatial schema, high-density transit-oriented urbanism in current planning orthodoxy reveals tensions and inconsistency when applied to the retrofitting of derelict urban docklands. Drawing specifically on the Port Adelaide waterfront experience, significant policy failings are evident in terms of the planning, urban design and residential densification aspirations associated with this type of development. Because waterfront redevelopments are promoted as supporting large urban populations, this paper examines the capacity of these projects to provide planning processes that can deliver equitable distributional outcomes in terms of environmentally and socially sustainable spaces of mixed housing tenure, amenity and quality urban design.