Waukesha Electric Systems (WES) and its partners will design, develop, manu-facture, install, and demonstrate a Smart Grid compatible Fault Current Limiting (FCL) Superconducting transformer on a live grid utility host site. The 28 MVA three-phase FCL Medium-Power Utility transformer (69 kV/12.47 kV class) will be placed within Southern California Edison’s (SCE) MacArthur Substation in Irvine, California. The integrated fault current limiting capability will enable much improved fault current handling. The project will construct the first transformer to use significant amounts of the new second-generation yttrium barium copper oxide superconducting tape. This project is divided into several phases including: conceptual design and development; fabrication and testing of a single-phase device; fabrication and testing of a fully functional prototype three-phase device; and installing, integrating and commission-ing the prototype unit with Smart Grid communication and control technology live on the SCE grid. The prototype is planned to operate for two years on the SCE grid with various operational data being collected. Results from this project on cryogenic techniques, high voltage dielectric materials, bushings, and ac losses in high temperature superconductors (HTS) will also be useful to cable and other fault current limiter projects. WES and SuperPower are committed to commercially manufacturing and selling FCL transformers to the global utility industry based on the design and capabilities to be demonstrated by this project.