As more systems investigate and implement the expansion of services via two-way cable, the need for a systematic approach to the development and deployment of this technology becomes apparent. this paper presents the four-generation model used in the development of the Michigan State University- National Science Foundation-Rockford Cablevision Two-Way Cable Project, concentrating on the first two generations of the plan which are currently operational in Rockford, Illinois. Significant space is devoted to a discussion of the initial cable system design philosophy, two-way cable system design precautions, experimental system operational design, spectrum assignment of services, return system operational levels, activation procedures of the return system, and finally maintenance of the plant. In addition to a discussion of the technology employed in the Rockford Project, a report on the performance of that technology is also presented. The upward expandability of the Rockford technology is discussed, with focus on the third generation prototype terminals now being developed to address utility automatic meter reading and load management energy problems.