************************************************************************* 62161 We propose spectra for five X-ray clusters with cooling flows. All have optical emission lines and blue stars. We will derive the amount of cooling material, and the density structure of inhomogeneities. By comparison to the optical observations, we will constrain the physical state and ultimate repository of the cooling gas. We will measure or limit the excess X-ray absorption towards the cooling flows. Previous observations suggest that cooling flows occur in clusters which have not undergone a recent merger. We will determine the global temperature, the temperature profile, and a crude temperature map, and compare to ROSAT images to look for merger signatures. If they are relaxed clusters, we will use hydrostatic equilibrium to determine the amount and distribution of dark matter. *************************************************************************