The existing infrared, adaptive optics system on the 5 meter Palomar telescope will be upgraded to operate in visible light bands. The instrument will achieve spatial resolution of 16 milliarcseconds, which would exceed the capability of any ground-based or space-based telescope at these wavelengths. The adaptive optics system will have applicability to research on planets, Kuiper Belt Objects, pre-main sequence binary stars, evolved stars, and nearby galaxies. The principal investigator commits to support twelve undergraduate students from across the United States during the course of the project.