A 91.5 cm aperture telescope installed aboard NASA-Lockheed C-141A aircraft for the performance of infrared astronomy is described. A unique feature of the telescope is that its entire structure is supported by a 41 cm spherical air bearing which effectively uncouples it from aircraft angular motion, and with inertial stabilization and star tracking, limits tracking errors to less than 1 arc second in most applications. A general description of the system, a summary of its performance, and a detailed description of an offset tracking mechanism is presented
