This Phase I SBIR proposal exploits RTAs recent development of Nonlinear Dynamics (NLD)-based processing methodologies to the problem of automatic and adaptive noise cancellation. RTA will analyze proprietary techniques and advances in the open literature, to identify areas of performance. Additionally, RTA will extend the theoretical connection between traditional noise cancellation processing and the new, nonlinear techniques. Rta will adapt currently operational, proprietary NLD-based signal processing software modules to provide a demonstration of these concepts for this effort. In a planned Phase II follow-on effort, the NLD-based techniques identified in this Phase I effort will be refined and implemented on RTAs MicroVAX systems. NLD-augmented noise reduction and cancellation has wide application to a large number of U.S. government communications programs and to those more generally concerned with signal processing, filtering, and other signal/noise problems. Acoustic systems in particular will benefit. Uses for NLD-based signal processing abound in the engineering and automotive fields