These proceedings collect together many of the recent advances in actuation mechanisms and materials, approaches to sensing and health monitoring, and method of feedback control that are key ingredients in the adaptive structures approach. Papers describe the development of new actuators based on piezoelectrics, electrostrictors, magnetostrictors and shape memory materials. The development and optimization of new high strain composite ferroelectric materials is outlined. Convolving sensors are described that can be used to detect propagating waves or to isolate vibrational modes. Embedded fiber-optic based sensing techniques are proposed and tested for vibration measurement and health monitoring.