This software accepts the EOS MLS calibrated measurements of microwave radiances products and operational meteorological data, and produces a set of estimates of atmospheric temperature and composition. This version has been designed to be as flexible as possible. The software is controlled by a Level 2 Configuration File that controls all aspects of the software: defining the contents of state and measurement vectors, defining the configurations of the various forward models available, reading appropriate a priori spectroscopic and calibration data, performing retrievals, post-processing results, computing diagnostics, and outputting results in appropriate files.