This proposal describes a system for detecting upset conditions and providing the corresponding control recovery actions to maintain flight integrity for general application to aircraft. To maintain and improve aircraft safety as air capacity grows as part of the Next Generation Air Transportation System (NGATS), it is necessary to address the primary causes leading to in-flight loss of control accidents, including aircraft upsets, degraded flight operations, and environmental disturbance effects. A model-based upset detection and recovery control architecture is proposed that combines fault detection algorithms to identify the onset of an upset condition with optimal and near-optimal control responses. On-line parameter identification algorithms are used to adapt the core detection and recovery algorithms for degraded flight operations and/or modeling uncertainties. Distributed MEMS-based sensing and SMA-driven control effectors are used to augment the installed aircraft state measurements and control capability for rapid detection of and recovery from upset conditions. During Phase I, preliminary system design and application to a small unmanned aircraft will be performed, including flight test demonstration of the upset detection and control algorithms and hardware. This work will form the foundation for subsequent development of a family of aircraft upset mitigation systems for both manned and unmanned aircraft.