Smart-skin is an emerging technology which has tremendous potential for military aircraft applications. All military aircraft employ large numbers of antenna apertures for a wide variety of communication and radar functions. An ideal smart-skin would consist of a multi-function, multi-mode antenna integrated into the aircraft skin to provide a single, reconfigurable sensor suit capable of performing all of the required avionics functions for a given combat aircraft. American Sputtering Technologies has developed a unique sputtering process system that has the flexibility and capability to manufacture conductive smart-skin structures that incorporate embedded electronics for sensing applications. We propose to manufacture a new material that combines the best composite materials with our advanced metallization techniques. The proposed program will utilize close coordination with both Northrop Corporation and TRW MEAD, so that qualified test scenarios and viable aircraft structural composite systems are addressed. Several coupon samples will be metallized and subjected to stress/adhesion tests. The identification of successful metal/composite systems that are low cost and lightweight is the primary goal for Phase I. The Phase II effort will concentrate on increasing the physical size and production volume of these conductive smart-skin structures and the generation of a mechanical property data base.