Operating System is a core course in Computer Science major. To understand internal operation of the real operating systems is a key to build up solid and efficient software. The ideal way for students to learn operating systems is ask them to design and implement a real system, which could support and run other applications. In this project, a set of NT-based software modules will be designed and implemented. Our goal is to let the students play with the software and enhance the hands-on experience of real Windows operating system. Students can interact with the projects to reveal how operating systems run internally. Students also can learn how each operating system components work together to provide an efficient and easy to use interface to the users and the applications.