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Custom design of integrated circuits is required for the development of digital standard-cell and bit-slice libraries, analog circuits, and other specialized circuits that are not commercially available. Teaching students the design and verification flow at this physical level is valuable in that it provides the understanding and skills they will need to perform these functions in their subsequent employment. Moreover, experiencing custom design provides an appreciation of the tasks involved for those whose primary job functions will involve synthesis using vendor-supplied libraries. This paper describes the goals, content and experiences of a semester graduate course in which projects are verified not only with simulations but also with measurements on prototypes fabricated via MOSIS. A standard-cell library and test circuitry that are compatible with the Cadence toolset and AMIS-0.6 micron process are described. These are available at no charge to anyone via the world-wide web.