A Satellite Attitude Dynamics Simulator (SADS) has been developed to facilitate the research and development of spacecraft flight attitude control software at the Naval Postgraduate School in Monterey, CA. The simulator provides a real-time 3 degree of freedom (3DOF) synthetic spacecraft hardware-in-the-loop environment, that includes realistic angular motions, sensor-effector delays, and control torque profiles. Control software, entered into a notebook PC mounted on the equipment platform, is input as high level object oriented code, allowing rapid code development and thorough post-test analysis. Three flight-like reaction wheels and eight cold-gas thrusters that are mounted to the SADS equipment platform provide motion simulation torque. The equipment platform is suspended in air by a spherical segment air bearing. This virtually frictionless suspension allows free rotation of the equipment platform about any rotation axis. Three separate sets of sensors, three single-axis rate gyros, a three-axis magnetometer, and a two-axis sun sensor monitor SADS platform motion. This paper discusses the SADS design, and the practical uses of this simulator for satellite attitude control system software research and development.