It is difficult for me to forget the mild sense of betrayal I felt some ten years ago when I discovered, with considerable dismay, that my two favorite books on linear system theory - Desoer's Notes for a Second Course on Linear Systems and Brockett's Finite Dimensional Linear Systems - were both out of print. Since that time, of course, linear system theory has undergone a transformation of the sort which always attends the maturation of a theory whose range of applicability is expanding in a fashion governed by techlogical developments and by the rate at which such advances become a part of engineering practice. The growth of the field has inspired the publication of some excellent books; the encyclopedic treatises by Kailath and Chen, in particular, come immediately to mind. Nonetheless, I was inspired to write this book primarily by my practical needs as a teacher and researcher in the field. For the past five years, I have taught a one semester first year gradu- ate level linear system theory course in the School of Electrical Engineering at Cornell. The members of the class have always come from a variety of departments and backgrounds, and con- sequently have entered the class with levels of preparation ranging from first year calculus and a taste of transform theory on the one extreme to senior level real analysis and abstract algebra on the other.