Long distance high frequency systems experience multipath propagation due to the characteristics of the ionoshpere. The multipath effects produce fading signals. The aim of this project is to design a high frequency channel fading simulator. This simulator is capable of duplicating the behavior of the natural transmission path and is designed to produce a Rayleigh fading signal. This is achieved bu in phase and quadrature modulation of the radio signal by two independent Gaussian noise signals. The fading rate is determined by a shaping filter. The are two main parts involved in this dessertation : (a) study. (b) design.Chapter (1) and Chapter (2) covers part (a). In Chapter (1), description on the physics of the ionosphere as a propagating media is discussed. Fading signals are fully discussed in Chapter (2).The layout of the fading simulator models is given in Chapter (3). Chapter (4) discussed the design technique and specification of the fading simulator. This two chapters covers part (b).Results and observations in the form of the waveforms and diagrams are discussed in Chapter (5). Further suggestions and conclusion are also included i