Laptop and notebook computers are two examples of the many applications that require low-power, low-volume mass storage. A prior SBIR Phase I research grant examined the feasibility of replacing hard disk drives with 3D packaged solid state memory. Specifically, this effort verified that a two inch by three inch by one-fifth inch PCMCIA type 2 memory card can provide 256 megabytes of memory with less than one microsecond access time and negligible power consumption. This capability can be provided cost effectively both as a standard hard drive and as main memory. This Phase II project develops and demonstrates a laboratory prototype of a 256 megabyte memory card that includes the active components required for data formatting, input-output drivers, and control logic, such that the memory card can be interfaced directly to existing laptop and notebook computers.