  We report on the characteristics and design details of the Medium Scale
Anisotropy Measurement (MSAM), a millimeter-wave, balloon-borne telescope that
has been used to observe anisotropy in the Cosmic Microwave Background
Radiation (CMBR) on 0\fdg5 angular scales. The gondola is capable of
determining and maintaining absolute orientation to a few arcminutes during a
one-night flight. Emphasis is placed on the optical and pointing performance as
well as the weight and power budgets. We also discuss the total balloon/gondola
mechanical system. The pendulation from this system is a ubiquitous
perturbation on the pointing system. A detailed understanding in these areas is
needed for developing the next generation of balloon-borne instruments.
