BHP Billiton's FALCON airborne gravity gradiometer is a derivative of the Gravity Gradient Instrument (GGI) developed by Bell Aerospace (now Lockheed Martin) between 1975 and 1990. The basis of the GGI design is an accelerometer complement consisting of four accelerometers equi-spaced on a circle with their sensitive axes tangential to the circle. This configuration rejects both common mode acceleration and rotations about the axis perpendicular to the plane of the complement. The complement remains intrinsically sensitive to rotation rates about axes in the plane of the complement and is sensitive to the acceleration environment to the extent that there is imbalance in the accelerometer sensitivities. Rotation of the complement about the perpendicular axis moves the gradient signal to twice the rotation frequency, away from the effects of low frequency accelerometer bias changes. The GGI is mounted in a high-performance inertial stabilised platform to reduce rotation of the instrument so that its sensitivity to this motion does not represent a significant noise source. The GGI accelerometers are designed for very low noise, requiring hard evacuation, high pendulosity, low spring constant and attention to the constrainment loop. Accelerometer pairs are aligned with precision and their sensitivities and frequency responses are matched. The scale factor (sensitivity) and alignment of the sensitive axis of each accelerometer are adjusted by compensation feedback loops to minimise accelerometer imbalance by monitoring the response of the system to specific stimuli. The requirements of survey operations were taken into account during development of the system and the result is an instrument which requires limited preparation, is largely automated during surveys, places few restrictions on flight planning and has been operated in harsh ambient conditions. Data processing is streamlined and data quality can be checked immediately after a flight.