The Navy desires the use of RHIB s in littoral waters for MCM because of its many advantages. However, these advantages can only be accomplished by providing a towed minesweeping approach that allows the RHIB to adequately perform the required mission within its limited towing capacity. The Phase I program established a baseline approach for an electrically driven, towed Acoustic Source that was practical and readily deployable / recoverable. The Acoustic Source was slightly buoyant with a total system drag at 15 knots of less than 240 pounds. It used an array that consisted of twelve tuned piezoelectric ceramics transducers designed to cover a predetermined frequency band which collectively covered a spectrum of 20 Hz 10,000 Hz. One typical acoustic array element was fabricated and tested and the projected performance was verified in the band of interest. Each transducer element will be driven with a special amplifier than eliminates the requirement for large tuning inductors at the low frequencies. The Phase II program will refine the Phase I Acoustic Source by designing, developing and testing the critical sub-system components to establish a viable approach to fabricate a fully operational Acoustic Source for ocean testing in the following phases. BENEFITS: The overall DoD market need is considered very large for an acoustic source that can be readily adapted to various MCM, decoy and commercial applications. LewTech plans to pursue all these markets. We also plan to obtain required export licenses to pursue international opportunities with our major allies, such as the United Kingdom and Australia for similar systems. This effort was started during the Phase I program. It is felt that sufficient development will be accomplished, after the Phase II program, to attract outside investment or other contract funding to help take the approach to prototype fabrication and ocean testing during the option phases and commercialization during Phase III. Based on our Phase I program we have already received pre-contract funding and potential Phase II or option funding support.