Southwest Research Institute (SwRI) recently fabricated and delivered the 100-channel Ultrasonic Phased-Array Testbed System (UPATS) for NASA's Langley Research Center. NASA prepared the specifications and provided the funding to develop UPATS in order to provide a tool for the improvement of ultrasonic nondestructive evaluation (NDE) and characterization of materials. UPATS incorporates state-of-the-art phased-array concepts such as beam steering, focusing, apodization, and phase-sensitive detection which make it possible to develop more sophisticated testing methodologies. It also can be used to investigate fundamental ultrasonic propagation and detection phenomena such as refraction, diffraction, scattering, and beam broadening.