THE FLEXIBILITY OF CELLULAR MANUFACTURING IS WELL-KNOWN AND IS NOTED FOR ITS ADAPTABILITY TO THE MANY FACETS OF THE MANUFACTURING SPECTRUM. THIS PAPER REPORTS THE UTILIZATION OF CELLULAR MANUFACTURING IN A REWORK OR OVERHAUL ENVIRONMENT. THE VARIOUS STAGES OF DESIGN AND IMPLEMENTATION OF THIS REWORK CELL ARE BASED UPON THE INTEGRATED MANUFACTURING PRODUCTION SYSTEM (IMPS) PHILOSOPHY. THE DESIGN AND DEVELOPMENT OF THIS CELL IS THE CENTRAL THEME OF THIS PAPER. THE CRITICAL SUBSYSTEMS REQUIRED TO OPTIMIZE THE CELL ARE DISCUSSED ALONG WITH THE OVERALL CELLULAR STRATEGY AND RESULTS.