The Peninsula Nature and Science Center (PNSC) in Newport News, Virginia, has been serving the informal science education needs of the Virginia Peninsula region for the past 17 years. As a "living museum" it is a combination of a natural history museum, zoological and botanical garden, nature center, aquaria and science center. By means of living plants and animals, the PNSC plans to develop a series of comprehensive indoor and outdoor exhibitions explaining, interpreting and providing participatory experiences for visitors about the Atlantic Coastal Plain area. The Commonwealth of Virginia has allocated a million dollars toward construction of the proposed facility expansion and the PNSC has raised an additional $502,560 for facilities and exhibits. The National Science Foundation grant will provide funds for the indoor exhibits which include: "A Walk in the Past," covering the geology of the area, a time line wall with touch specimens, the earth's formation and the Dismal Swamp; "How Life Survives," covering food gathering, protection, shelter and living space and propagation along with a microscope station; and the "World of Darkness," where activities of nocturnal animals can be observed. The PNSC has an extensive teaching program with the elementary schools in the region. They plan to expand these activities and, additionally, expect to have a statewide impact since they will be a prime informal science education resource in the state. They also have the potential of becoming a model for the 1600 nature and science centers in the U.S.