The Naval Research Laboratory (NRL) has been exploring Carbon Fiber Reinforced Polymer (CFRP) material for telescope construction, including all support structures and optics, resulting in over an order of magnitude reduction in weight over traditional steel and glass telescopes. This has allowed the exploration of novel micro-positioning motors for telescope pointing. A typical inertial drive telescope pointing system relies on the large mass of the optics and telescope assembly. A prototype 0.4 meter telescope has been developed with a total mass less than 8 kilograms necessitating the investigation of non-traditional drive systems. This paper reports on many of the prototype 0.4 meter telescope specifications, including optics, structure and drive hardware. Initial testing is of the open-loop drive system is also reported.