In anticipation of a Cray YMP with 8 processors, 32 Mwords of central memory (eventually upgraded to 64 Mwords), and 256 Mwords of Solid State Disk arriving at GFDL in 1990, the Cox code was abandoned. The reason was that many of the coding features specific to the CYBER 205 design were not needed to take advantage of the Cray class of supercomputers. The model was rewritten again, this time by Pacanowski, Dixon, and Rosati (1991) using ideas of modular programming to allow for more options and increased model flexibility. This development work, which became known as MOM 1 (the first Modular Ocean Model) entailed about 17000 lines of fortran code. It could not have happened without reliance on new ideas for model design, workstations, and the acceptance of UNIX2.2. With the realization of the importance of workstations for productivity within GFDL, SUN workstations were replaced by a suite of SGI 4D/25, INDIGO, and INDIGO2's totaling 115 within the early 1990's. With the aid of these faster workstations, further design work was carried out primarily by Pacanowski and Rosati but with numerous contributions from others both inside and outside of GFDL. This led to the incarnation known as MOM 2 Version 1 (1995). MOM 2 entailed about 60,000 lines of fortran 77 code.