Naval ships currently operate independent 60 Hz and 400 Hz power systems, resulting in unnecessary redundancy and high ship costs. A better approach is to utilize existing 60 Hz equipment and place the 400 Hz equipment at the load site. However, limitations in current electronic power densities make components too large to be strategically located. Mainstream proposes a modular, low cost, ultra-power dense point of use conversion system that is scalable to various load levels and output types. The proposed solution will increase the power density of naval power electronics to levels required to be strategically located, lower cost by 30%, and increase reliability by 20% over current solutions. This high level of power density is achieved without the use of high temperature SiC semiconductors, which can significantly increase system cost. In Phase I, Mainstream will optimize the power electronic and thermal management system architecture, and develop the control system for both. In Phase II, Mainstream will demonstrate a full-scale prototype on a simulated naval power system. Mainstream""s proposed technology will not only improve the reliability and power density of military power supplies, but can also satisfy commercial power supply goals