Optoelectronic integrated circuits offer radiation-hard solutions for satellite systems with much improved SWPB (size, weight, power and bandwidth). The phased array for sensing and data transfer is one system that optoelectronics can impact in the near term. It is known that optical delay could enable optimum beam steering electronic scanning . Lidar is another sensing system using optical beams that requires mechanical steering. In this SBIR a new integrated circuit technology is applied to the RF array with true time delay for beam steering and combined in the same physical location with an optical beam steered via current control. The integrated components required are lasers, amplifiers, modulators, detectors and optical waveguide switches. The RF at Ka band is generated by an optoelectronic oscillator and converted to RF power in a photodiode at the antenna element. The antenna element is a printed dipole on chip with optimized dimensions Ka band operation. The optical source is an array of vertical cavity lasers closely spaced and coupled by anti-guiding to enable coherent operation. Optical beam steering is achieved by controlling the current in a 2D array. In this SBIR, ODIS will develop the key components integration to produce common RF/optical aperture operation.