This project will demonstrate a Holonic Multiagent System Architecture capable of adaptively controlling future electrical power distribution systems (PDS), which are expected to include a large number of renewable power generators, energy storage devices, and advanced metering and control devices. The project will produce a general, extensible, and secure cyber architecture based on holonic multiagent principles to support adaptive PDS. It will produce new analytical insights to quantify the impact of information delay, quality and flow on the design and analysis of the PDS architecture. Finally, it will develop a novel approach to automating PDS with high penetration of distributed renewable resources for higher efficiency, reliability, security, and resiliency. The complex nature of future PDS will require them to adapt reactively and proactively to normal and anomalous modes of operation. The architecture produced by this project will be capable of optimizing performance and maintaining the system within operating limits during normal and minor events, such as cloud cover that reduces solar panels output. The architecture will also allow the operation of a distribution system as an island in emergencies, such as hurricanes/earthquakes, grid failures, or terrorist acts. The project will inspire future engineers via a simulation that will allow students to inject faults, failures, and weather events to see how an intelligent PDS will respond. These activities will combine cyber- and physical expertise, thus creating a workforce prepared for tomorrow?s cyber-physical system challenges. Existing university programs will be used to involve under-represented minorities and U.S. veterans in the project.