Nascent Technology, MIT, and BAE Systems propose to create an embedded system, suitable for installation in low- and medium-cost UAVs, that performs cooperative decision and control in practical communication environments. This effort will extend existing decentralized task assignment tools, test them in a realistic simulation environment, and design a prototype embedded flight hardware implementation. The key control challenge is to maintain coordination and deconfliction in reduced bandwidth and intermittent connectivity situations, and to gracefully handle long communication outages. Method to meet this challenge has been developed by MIT and BAE systems under AFOSR and DARPA support; these methods will be assessed and further developed to address extended loss of communications, and to incorporate reversion modes required when consensus in the world-view and/or team-plan phase cannot be reached due to intermittency. MIT's multi-UAV flight testbed, as well as NTC's real-time hardware-in-the-loop helicopter simulation environment, will be used to validate algorithms that are suitable for transition into low-cost embedded processors. NTCs embedded system architecture will allow incorporation of real-time communication status information (reduced bandwidth, intermittent connectivity, loss of communication) into the decision process