During 1970, while a student at Sydney University in Australia and a member of the Optronic Kinetics Group there, I constructed my 'Kinetic Kaleidoscope' (cf. Fig. 1) [1]. The on-off or flashing lights in the array making up the picture are operated by an electronic circuit called a shift register. I will describe this circuit before giving details of the construction of the picture and my reflections on the application of modern technology to art. The shift register circuit can be made easily by one who has some experience with digital switching electronics [2]. Basically, it consists of a circuit made up of any number of identical devices, called 'JK' flip-flops, connected in series as shown in the diagram in Fig. 2. A view of the circuit as it appears from the rear of the picture is shown in Fig. 3. The variable voltage output of each flip-flop controls a transistor switch that allows or disallows the current to flow through a 12 V, 2 W light bulb. The transistor conducts when the voltage output at its base is a predetermined value. The properties of an individual flip-flop are the following: It has two voltage outputs, indicated by Q and Q in Fig. 2, each of which can have either a high or a low voltage level. The two outputs are always complementary, that is, when Q is low then Q is high and vice versa. For a change in output to occur, a trigger or initiating pulse, generated by a clock circuit, must be applied. The type of change in output is also determined by the input voltage levels on terminals J and K of each flip-flop. Each of the terminals Q and Q are connected to the input terminals J and K of the adjacent flip-flop, as indicated in Fig. 2. If the input levels at J and K are changed and a trigger pulse is applied after each change, the following corresponding changes in output occur: When J is high and K is low, Q becomes or remains high; when J is low and K is high, Q becomes or remains low; when both J and K are high, Q remains unchanged after triggering and, finally, when both J and K are low, Q becomes the opposite of what it was before triggering.