This article describes how one PDS Partnership met the challenges and demands of the Covid-19 pandemic and how these challenges impacted all members of our partnership. Creating a virtual third space was a learning curve for all of us and took collaborative problem solving and support for one another. Each of the challenges of creating a virtual space (communications, virtual PK-12 classrooms, virtual methods courses and seminars, equity issues and state mandated certification requirements) are described and linked to the PDS Nine Essentials.