We describe a Project-X proton driver based on a CW Superconducting RF Linac with final energy as high as 8 GeV. This machine would have the potential to produce multi-MW H- beams to drive the Fermilab neutrino programs, rare kaon and muon decay experiments, muon cooling R&D programs, neutrino factories, and muon colliders. Keys to a CW machine to suit these uses include ways to generate the desired bunch trains and ways to accumulate many protons in an intermediate storage ring before they are bunched and directed to a target. Enhanced carbon foil techniques can allow accumulation of intense proton beams from a CW linac, which we propose to be extended from 3 GeV to as much as 8 GeV for the most efficient muon production for colliders and neutrino factories and to replace the Booster for improved Main Injector operation.