We propose development of a miniaturized actuator/displacement sensor suitable in size and cost for mass-quantity use in adaptive and active optics applications. These actuator/sensors will be designed with nanometer resolution and control required for precise actuation of local mirror shapes, segment location, and edge deformation. The technology proposed uses improved piezoelectric actuators integrated with a displacement sensor already under development through a current NASA contract. The non-contact absolute distance displacement sensor has been miniaturized to the point where integration with a suitable actuator is feasible. This will form an integrated package which can be used as an absolute deformable mirror positioner with "local servo" capability at each actuator/sensor site. The hybrid position sensor being developed has been demonstrated to provide resolution to 1nm (0.04microinch) and accuracy of 10nm. The inherent high electrical bandwidth of 10kHz allows real- time atmospheric correction in closed loop control systems. A detailed prototype is planned. Specifically, we will fabricate a demonstration model which provides 10 micrometer displacement with resolution to 1 nanometer. Successful demonstration of the Phase I model actuator/displacement sensor will make the transition to a Phase II system development low risk. Tip/tilt and deformable mirror systems used to compensate for the effects of atmospheric turbulence, aberrations, wavefront tilt, and optical path alignment are important to astronomy, satellite tracking, optical communications and ground-based LIDAR systems. Using feedback derived from artificial guide stars, the proposed actuator/sensor can be used as an integral part of the mirror-deforming control for these applications. The private sector has considerable interest in the measurement and control of optics; the proposed research will advance the state of the art and make these important systems more available and affordable.