This report describes Team Caltech’s technical approach and results for the 2007 DARPA Urban Challenge. Our primary technical thrusts were in three areas: (1) mission and contingency management for autonomous systems; (2) distributed sensor fusion, mapping and situational awareness; and (3) optimization-based guidance, navigation and control. Our autonomous vehicle, Alice, demonstrated new capabiliites in each of these areas and drove approximate 300 autonomous miles in preparation for the race. The vehicle completed 2 of the 3 qualification tests, but did not ultimately qualify for the race due to poor performance in the merging tests at the National Qualifying Event.