At this time, measurements of cloud structure (vapor content, etc.) are difficult to obtain. Generally, these data are collected during in situ aircraft experiments, which typically last several hours. The snapshot they provide is therefore incomplete; the structure of the cloud has changed by the time the measurements are complete. The goal of the Cloud-CubeSat project is to design and create a picosatellite (10x10x30cm, 3kg) to take these measurements from orbit around the Earth, using Cal Poly's CubeSat satellite standard as a base. Unlike previous CubeSats, this satellite has very specific pointing requirements, necessitating a sophisticated attitude control system. Such systems, although frequently implemented on larger satellites, are virtually unproven on the scale of a CubeSat. Using hardware and algorithms designed by engineering students at Olin College, our goal is to assemble a prototype of Cloud-CubeSat and construct a testbed to investigate the problem of three-axis stability.