************************************************************************* 82012 AU Mic is the brightest persistent X-ray emitter among the dMe flare stars, due to its proximity (10 pc) and intrinsically high X-ray luminosity (log Lx =29.7). It has been well-studied in the optical, UV, and EUV, but, surprisingly, not in the soft X-ray region. In this proposal, we ask for 360 ksec of exposure time so as to observe 2 4.86- day rotational periods of AU Mic, which will allow us to (i) study its X-ray flare frequency as a function of peak luminosity, (ii) search for structure in the X-ray lightcurve which recurs at the same orbital phase due to rotational modulation, and (iii) do time-resolved (e.g., phase-binned or as a function of intensity level) soft X-ray spectroscopy. This proposal will also help support our pending Astro-E AO-1 AU Mic program. *************************************************************************