9731169 Kibblewhite An adaptive optics system and laser guide-star will be integrated with the 3.5 meter telescope of the Astrophysical Research Consortium (ARC) at Apache Point, NM. Many of the components of the system have been developed under earlier grants. Performance of these components will be optimized for use in the proposed system. Field tests will be carried out with the dual YAG, sum frequency. laser to optimize the size and brightness of the beacon generated in the mesospheric sodium layer. The laser is expected to generate a sub-arcsecond beacon as bright as a 7.5 magnitude star in the V band. The laser and a beam director will be integrated with the ARC telescope, the adaptive optical system, wavefront sensor, H band infrared camera, and telescope control computers. ***