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In February 1982, Leigh Instruments was awarded a contract by the Canadian Department of National Defence for the development of the SHINCOM* system, a SHipboard INtegrated COMmunication system. By the summer of that year, the software program had evolved from a relatively straightforward subcontract management function, to a major software development program. At short notice we were required to pull together a relatively large software team and put tools in place to enable us to meet tight schedule and budget constraints. Could we do it? Did we have the tools, or could we acquire them? Did we have the people or did we have to recruit them? The technical challenge of developing a complex communications system was a major challenge in its own right. Only good people, good luck, and strict adherence to standards saw us through. What did we do that worked, what did not, and what would we do differently if we had to do it again? This paper attempts to answer some of those questions.