9319004 Roddier Adaptive optics (AO) is a technique to compensate in real-time image degradation produced by the turbulent atmosphere. Funds are provided for development of a science-grade instrument that can be mounted at the Cassegrain focus of different telescopes on Mauna Kea. The system is expected to routinely produce stellar images with a full width at half maximum of the order of 0.1 arc-second, from 0.8 to 2.2 um. Although the instrument will still require trained operators, service observation will be offered to all IfA astronomers. To achieve good performance, the system will require the use of a 16th magnitude guide star or brighter within 20 arc- second of the object to be observed. The system is to be used primarily for the study of stellar environments. In this case a relatively bright central star will be used as a guide star, ensuring optimum system performance. The main scientific goal will be the detection, mapping, photometry, and polarimetry of the light scattered by dust in the very close circumstellar environment. The sensitivity of the system should be high enough to detect proto- planetary disks in already advanced stages of condensation and even detect a Jupiter-like planet around a nearby star.