The objective of this proposal is to develop a software-only prototype system for simultaneous low-latency display, indexing and recording of MPEG-2 motion imagery delivered by Unmanned Aerial Vehicles. Low-latency display is critical to minimize the control problem of 'oversteering' the UAV that results if the UAV operator relies on out-of-date imagery to make control decisions. The prototype will demonstrate the feasibility of developing a deployable software package meeting the Navys UAV requirements and compatible with the TCS operating environment. In this document, we outline: a set of technical objectives for the Phase I prototype; a software architectural design of the prototype; and a project plan to achieve the objectives. We also outline a Phase I Option that addresses the prototyping of features not directly related to the fundamental issue of low-latency display, indexing and recording. Innovations in this system include: (i) a deterministic, low-latency data pathway for video decoding, and (ii) a powerful and flexible motion imagery data storage schema that allows diverse metadata to be indexed at receive-time while video is being decoded with low latency