Advanced microcontrollers having digital signal processing features have enabled the capability to distribute on-board computation for remotely operated vehicles (ROVs). Distributed processing can result in a lighter weight avionics suite with improved performance, by locating data conversion units adjacent to the sensors and control actuators, and reducing EMI through minimization of the amount of interconnection wiring. The proposed work will leverage CDI's and AMDI's substantial prior experience in the development and operation of flight control avionics for ROVs in the design of a new system for supporting advanced research using these systems. The avionics suite to be developed consists of serially interconnected distributed nodes that may be programmed through a Matlab graphical interface to perform control and sensing functions in support of custom requirements from the research community. The flexibility of custom-configured distributed computing nodes for use in a research context ensures that "just enough" instrumentation and control is provided for the specific test requirements at hand. Phase I will provide risk reduction by demonstrating the operation of the subcomponent technologies, culminating in a simplified flight test of the avionics system. Phase II continuation will develop the complete system to support testing activities at a NASA research center of interest.