Nuclear power has much to offer in addressing the nation's energy security needs in an environmentally acceptable manner. But today's fission technology cannot accomplish this without adding to the ever-increasing volume of high-level waste; these waste concerns may be the limiting factor in the use of nuclear power. Breeder reactors had been considered as a way to solve this problem; however, because of cost and proliferation concerns, breeders are increasingly unlikely to be commercialized. In an attempt to allow nuclear power to reach its full economic potential, General Atomics is developing the Energy Multiplier Module (EM2). EM2 is a gas-cooled compact fast reactor that augments its fissile fuel load with either spent fuel or depleted uranium. This provides the additional fertile material to allow the reactor to both create and burn fuel in situ. This results in a core that will last decades without fuel supplementation or shuffling. The end-of-cycle fuel can be treated in a manner that does not separate actinides, permitting reuse in subsequent generations at reduced proliferation risk. Proliferation resistance is further enhanced because no enrichment is required beyond that needed for the first generation fuel load. Waste problems are mitigated by several factors: higher burnup, fuel use in multiple generations, and conversion of existing waste to energy.