UHV STM system mounted on a three chamber frame. Preparation chamber includes LEED/Auger, sputter ion gun, MBE K-cell, H2 cracker, and numerous spare ports for future expansion capability. System also contains a load lock and manipulator with sample heating (radiative, resistive, and e-beam modes) and LN2 cooling. STM chamber contains a metal evaporator for in-situ evaporation. Frame has space for additional chamber with independent pumping to be added for future expansion.