Water Cherenkov detectors have been used for many years to study neutrino interactions and search for nucleon decays. Super-Kamiokande, at 50 kilotons the largest such underground detector in the world, has enjoyed over fifteen years of interesting and important physics results. Looking to the future, for the last nine years R&D on a potential upgrade to the detector has been underway. Enriching Super-K with 100,000 kilograms of a water-soluble gadolinium compound – thereby enabling it to detect thermal neutrons and dramatically improving its performance as a detector for supernova neutrinos, reactor neutrinos, atmospheric neutrinos, and also as a target for the T2K long-baseline neutrino experiment – will be discussed.