Present munitions trailers cannot deploy over adverse terrain which exists in the absence of improved roads or where roads are damaged by enemy attack. Also, existing two-wheel drive munitions tow vehicles cannot operate on adverse terrain. Presently, the USAF cannot deliver munitions to aircraft in combat situations under these conditions. A Phase I SBIR effort has been completed that indicates that the adverse terrain requirement can be met by modernization of an existing system - the mhu-110/m munitions trailer. The suspension system of the 110 trailer can be easily removed and replaced by an adjustable rate air suspension that will add both the adverse terrain capability and in addition will provide shock and vibration isolation required by the more sensitive munitions. Further, the modernization can be accomplished in the field minimizing the total upgrade cost. The Phase II program will accomplish the detail design of the proposed modernization kit and the fabrication of two prototype units. Air force personnel will install one of the system using contractor prepared instructions to verify the field retrofit capability.