Work being accomplished to develop a real-time, piloted simulation of a helicopter using the vertical motion simulator at NASA Ames is discussed. The trajectory generation algorithm and the flight path controller are described, and the software integration of the entire terrain following/terrain avoidance (TF/TA) system is discussed. Real-time simulation requirements and the unique features of applying TF/TA system to helicopter flight are summarized. Initial results indicate that the system is satisfactory for automatic, low level TF/TA helicopter flight.