The Multi-Spectral Stimulator described in this paper has been designed to answer the future testing and evaluation needs for emerging multi-spectral technology. This system is portable, low cost, and scalable, and can produce synchronous IR and RF images and signals, respectively, for both injection and projection to multi-mode sensors. The scenes generated are temporally and spatially registered and generated from a three-dimensional database. Its present development provides closed-loop capabilities to a missile simulation. Two adaptive technologies are merged into a flexible system that can stimulate multiple sensors simultaneously in real time. It merges Scientific Research Corporation's Adaptable Radar Environment Simulator (ARES) and Quantum3D/CG2 Inc.'s real-time, multi-spectral Scene Generation system. The stimulator can run in either real-time or stepped mode, providing signals on demand. The resulting stimulator test bed is integrated to a non-real-time high fidelity missile simulation that consists of an IR seeker, IR imaging tracker, and a 6-DOF/Autopilot model. The stimulator design can be modified to stimulate multiple passive sensors, active laser systems, multi-mode systems, multiple radar systems, or almost any combination of sensors. The next planned development stage integrates the system to real-time closed-loop system and associated interface electronics. This will provide a bridge to full hardware-in-the-loop (HWIL) integration for the simulation of a dual mode missile system.