12 Atmospheric remote sensing with the O2 A-band has a relatively long history, but most of these studies were attempting to estimate surface pressure or cloud-top pressure. Recent conceptual studies have demonstrated the potential of spaceborne high spectral resolution O2 A- band spectrometers for retrieval of aerosol and cloud optical properties. The physical rationale of this new approach is that information on the scattering properties of the atmosphere is embedded in the detailed line structure of the O2 A-band reflected radiance spectrum. The key to extracting this information is to measure the radiance spectrum at very high spectral resolution. Instrument performance requirement studies indicate that, in addition to high spectral resolution, the successful retrieval of aerosol and cloud properties from A-band radiance spectra will also require high radiometric accuracy, instrument stability, and high signal-to-noise measurements. To experimentally assess the capabilities of this promising new remote sensing application, the NASA Langley Research Center is developing an airborne high spectral resolution A-band spectrometer. The spectrometer uses a plane holographic grating with a folded Littrow geometry to achieve high spectral resolution (0.5 cm-1 and low stray light in a compact package. This instrument will be flown in a series of field campaigns beginning in 2001 to evaluate the overall feasibility of this new technique. Results from these campaigns should be particularly valuable for future spaceborne applications of A-band spectrometers for aerosol and cloud retrievals.