Abstract. This article describes an implementation of a basic multiprocessor system that exhibits replication and differentiation abilities on the POEtic tissue, a programmable hardware designed for bio-inspired applications [1,2] . As for a living organism, whose existence starts with only one cell that first divides, our system begins with only one totipotent processor, able to implement any of the cells required by the final organism, which can also fully replicate itself, using the functionalities of the POEtic substrate. Then, analogously to the cells in a developing organism, our just replicated totipotent processors differentiate in order to execute their specific part of the complete organism functionality. In particular, we will present a working realization using MOVE processors whose instructions define the flow of data rather than the operations to be executed [3]. It starts with one basic MOVE processor that first replicates itself three times; the four resulting processors then differentiate and connect together to implement a multi-processor modulus-60 counter.