Abstract-Soft Pneumatic Actuator skin (SPA-skin) is a novel concept of ultra-thin (< 1 mm) sensor embedded actuators with distributed actuation points that could cover soft bodies. This highly customizable and flexible SPA-skin is ideal for providing proprioceptive sensing by covering pre-existing structures and robots bodies. Having few limitation of the surface quality, dynamics, or shape, these mechanical attributes allow potential applications in autonomous flexible braille, active surface pattern reconfiguration, distributed actuation and sensing for tactile interface improvements. In this paper, the authors present a proof-of-concept SPA-skin. The mechanical parameters, design criteria, sensor selection, and actuator construction process are illustrated. Two control schemes, actuation mode and force sensing mode, are also demonstrated with the latest prototype.