A compact, low-power GN&C system is essential to the success of pico-satellite Automated Rendezvous and Docking (AR&D). Austin Satellite Design (ASD) proposes to deliver a working design of an integrated six-degree-of-freedom (DOF) Guidance, Navigation, and Control (GN&C) system for pico-satellites at the conclusion of Phase 1 of this STTR. A six DOF translation and rotation determination and control system will be designed for a pico-satellite form-factor to generate the onboard guidance and control necessary to demonstrate autonomous control stability and perform simple proximity maneuvers. An existing NASA/JSC GPS receiver will be utilized for navigation. Added sensors, such as a magnetometer, will be combined with GPS signals for attitude determination. A thruster actuator concept will be identified and a design produced that satisfies anticipated operational requirements and that fits within the mass and power constraints of the pico-satellite mission. Flight hardware will not be procured until Phase 2; however, component characteristics will be documented and modeled during Phase 1 and GN&C algorithms will be written to include them. Software that can be deployed to embedded systems will be written and validated in simulation. At the conclusion of Phase 1, simulated GN&C will be demonstrated within a pico-satellite form factor using embedded software such that a Technology Readiness Level (TRL) of 3 or 4 is achieved.