The purpose of this research project was to design and implement an adaptive optics testbench and to evaluate the effectiveness of the components and completed system. The optical design requirements are discussed and a design presented that incorporates a turbulence generator, tip-tilt mirror, 140 actuator MEMS deformable mirror, Shack-Hartmann wavefront sensor, and a science camera. Key operating characteristics of the opto-mechanical components are investigated including actuator stroke and linearity, influence function, frequency response, and noise. Two controllers are described for zonal and modal operation of the adaptive optics system and are successfully demonstrated in closed loop operation. System performance is investigated from image quality and frequency response perspectives. Recommendations for future developments to both hardware and the control system are made.