The objective of this research is to develop new foundations of composition in heterogeneous systems, to apply these foundations in a new generation of tools for system integration, and to validate the results in experiments using automotive and avionics System-of-Systems experimental platforms. The approach exploits simplification strategies: develop theories, methods, and tools to assist in inter-layer decoupling. The research program has three focus areas: (1) theory of compositionality in heterogeneous systems, (2) tools and tool architectures for system integration, and (3) systems/experimental research. The project develops and deploys theories and methods for inter-layer decoupling that prevent or decrease the formation of intractable system-wide interdependences and maintain compositionality at each layer for carefully selected, essential system properties. Compositionality in tools is sought by exploring semantic foundations for model-based design. Systems/experimental research is conducted in collaboration with General Motors Global R&D (GM) and focuses on electric car platforms. The project is contributing to the cost effective development and deployment of many safety and security-critical cyber-physical systems, ranging from medical devices to transportation, to defense and avionics. The participating institutions seek to complement the conventional curriculum in systems science with one that admits computation as a primary concept. The curriculum changes will be aggressively promoted through a process of workshops and textbook preparation.