This REU project, "Matrix Analysis and Applications," will bring nine highly motivated and capable undergraduate students from across the nation to the Williamsburg campus of the College of William and Mary during each of the next three summers. The students will spend eight weeks experiencing mathematical research first hand, under the mentorship of faculty members of William and Mary's Mathematics department, widely recognized as a national research center in matrix and operator theory. Students will work in teams of two to three, each team supervised by one or two research mentors, on projects that are related to matrix theory and that are chosen by the faculty for their mathematical accessibility and appropriateness for well-prepared undergraduates. The program will include seminars on mathematical topics and applications of matrix theory to other disciplines, and trips to nearby research institutions that employ mathematicians. Informal discussions and interchange of ideas among the students will be encouraged, and communication of mathematics to peers will be strongly emphasized. By the end of the summer project, each student team will have made several oral presentations and will present a final written report on its work. In the past, about half of these reports have been the basis for refereed scholarly publication by students and advisors, and that will continue to be a goal of the project. In the past, the vast majority of our REU students have gone to mathematical sciences graduate school, and that, too, will continue to be a project goal.