Our long-term goal is to develop a novel Teaching Factory which will enable undergraduate students to gain realistic hands-on, multi-disciplinary experience and apply their knowledge in science, mathematics, and engineering to solve problems that arise in a realistic environment consisting of an industrial grade automated manufacturing system. Our vision is to weave this unique laboratory experience throughout the undergraduate curriculum while effectively capturing the richness of the problems encountered in modern production systems in all their important dimensions. As first step in realizing this vision, we propose to develop an instructional laboratory in which students will design and construct prototype machinery capable of light manufacturing using industrial grade components. The unique feature of this laboratory is that students will construct these machines from "scratch" using open architecture controllers and instrumentation to ensure full access to the internals of these student-built machine tools, robots, and other equipment. This will eliminate proprietary black boxes and enable unhindered learning while stimulating inquiry and creativity. This is a particularly appropriate time for this project because we will moving our laboratories to our Department's new home in the Leonhard Building.