9360293 Bruns Adaptive optics systems are essential for high resolution imaging from ground based telescopes. Partial atmospheric correction systems substantially improve meter-class telescopes in the visible spectral region. These systems provide both resolution and minimum detectable magnitude improvements for many science targets. The feasibility of an inexpensive system correcting small amounts of tilt, defocus, and astigmatism will be analyzed in this program. Both wavefront corrector and the wavefront sensor will be designed with standard components used in novel configurations. The ultimate cost of a low-volume production system should be only $10,000, affordable to small observatories. The wavefront corrector will be based on translating thin lenses, arranged so that each translation corrects mainly one aberration. Voice coil actuators can move the lenses up to 0.1 mm at over 100 Hz, allowing a low voltage design with simple alignment and calibration. The wavefront sensor will be designed around a small, inexpensive CCD sensor in either a Hartmann or image sharpening configuration. Since four or fewer subapertures can measure the wavefront aberrations, only a small area of the CCD needs to be digitized. Standard camera electronics will provide the millisecond-regime time response required by the wavefront corrector. ***