The instrument is currently under development with science flights planned aboard a Beechcraft Super King Air B200 aircraft. The flights will include NASA's SLAP L-Band radar and radiometer to provide coincident measurements. The instrument comprises two dual-polarization antennas (one each for sky and Earth views), a four-channel RF receiver with internal calibration network, and a digital receiver to correlated signal pairs. Brass boards of the P-band receivers have been fabricated and have been used to monitor P-Band satellite transmissions to develop spectrum population statistics and survey unwanted RFI. These results have led to requirements for channel processing and RFI mitigation in both the RF and digital portions of the system. The instrument will store complex correlation coefficients for all pairs of elements formed by the two dual-polarization antennas. These coefficients will be averaged in ground processing to reduce noise prior to estimating reflectivity and retrieving soil moisture. A “Smart Antenna” approach will be used in ground processing to steer an antenna pattern null towards the unwanted reflected signal as seen by the sky-view antenna. The background and status of the SoOp-AD instrument will be discussed along with sources of error and mitigation strategies.