NASA ARC has a requirement for a proposed joint project between NASA ARC and the selected vendor. Due to the scale and complexity of NASAs mission, NASA scientists and engineers are often confronted with difficult computational problems. Solving these problems effectively can mean the difference between success and failure for large-scale missions. Certain problems are hard because of their sheer scale, and not because of the inherent complexity of the problem. These types of problem are effectively attacked using supercomputing resources. However, there is another class of problems that are hard, not because they are large, but because they are mind-bogglingly complex. These are called combinatorial optimization problems. A combinatorial optimization problem is one where an enormous number of possibilities need to be considered, and the best of these selected for the problem solution. Due to the nature of these problems, the number of possibilities that could be the one being sought can grow exponentially with the size of the problem. These are problems which are hard to solve, in a way that is connected to the limits on computation arising from physics. In this procurement, planning and scheduling problems for NASA applications will be investigated using the vendors hardware. The proposed plan includes three project phases. For a complete description of the requirements, please see the attached Statement of Work. NASA/ARC intends to award this procurement to D-Wave Systems, Inc. (D-Wave). D-Wave has developed a new kind of computing system specifically designed to solve combinatorial optimization problems. The processors developed for this approach combine several innovations that are unique to D-Wave. These innovations provide access to an entirely new type of physical resource currently only available through D-Wave. Currently, no other vendor has a quantum computer, which is necessary for the requirements outlined in the Statement of Work. The Government does not intend to acquire a commercial item using FAR Part 12. Interested organizations may submit their capabilities and qualifications to perform the effort in writing to the identified point of contact not later than 4:30 p.m. (PST/local time) on July 5, 2012. Such capabilities/qualifications will be evaluated solely for the purpose of determining whether or not to conduct this procurement on a competitive basis. A determination by the Government not to compete this proposed effort on a full and open competition basis, based upon responses to this notice, is solely within the discretion of the government. Oral communications are not acceptable in response to this notice. All responsible sources may submit an offer which shall be considered by the agency. NASA Clause 1852.215-84, Ombudsman, is applicable. The Center Ombudsman for this acquisition is Deborah Feng.