An Ultra high bypass turbofan Propulsion Simulator (UPS) was designed and built to evaluate candidate fan system configurations for current and future applications. This simulator can accommodate fans of nominally 0.60 meter tip diameter. The inlet, nacelle, exhaust system and the first stage of the booster to the core can be simulated in the UPS. The UPS can be used to evaluate fan aero performance, source noise and acoustic treatment effectiveness, high angle of attack inlet - fan operability performance and fan aeromachanics. Salient features of the design, instrumentation, data acquisition and operation of this simulator are described in this paper.