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In April and August '03 two MACAO-VLTI curvature AO systems were installed on the VLT telescopes unit 2 and 3 in Paranal (Chile). These are 60 element systems using a 150mm bimorph deformable mirror and 60 APD's as WFS detectors. Valuable integration & commissioning experience has been gained during these 2 missions. Several tests have been performed in order to evaluate system performance on the sky. The systems have proven to be extremely robust, performing in a stable fashion in extreme seeing condition (seeing up to 3"). Strehl ratio of 0.65 and residual tilt smaller than 10 mas have been obtained on the sky in 0.8" seeing condition. Weak guide source performance is also excellent with a strehl of 0.26 on a V~16 magnitude star. Several functionalities have been successfully tested including: chopping, off-axis guiding, atmospheric refraction compensation etc. The AO system can be used in a totally automatic fashion with a small overhead: the AO loop can be closed on the target less than 60 sec after star acquisition by the telescope. It includes reading the seeing value given by the site monitor, evaluate the guide star magnitude (cycling through neutral density filters) setting the close-loop AO parameters (system gain and vibrating membrane mirror stroke) including calculation of the command-matrix. The last 2 systems will be installed in August '04 and in the course of 2005.

We present the concept of a novel facility dedicated to massively-multiplexed spectroscopy. The telescope has a very wide field Cassegrain focus optimised for fibre feeding. With a Field of View (FoV) of 2.5 degrees diameter and a 11.4m pupil, it will be the largest etendue telescope. The large focal plane can easily host up to 16.000 fibres. In addition, a gravity invariant focus for the central 10 arc-minutes is available to host a giant integral field unit (IFU). The 3 lenses corrector includes an ADC, and has good performance in the 360-1300 nm wavelength range. The top level science requirements were developed by a dedicated ESO working group, and one of the primary cases is high resolution spectroscopy of GAIA stars and, in general, how our Galaxy formed and evolves. The facility will therefore be equipped with both, high and low resolution spectrographs. We stress the importance of developing the telescope and instrument designs simultaneously. The most relevant R&D aspect is also briefly discussed.

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