An approximately 0.25 scale model of the transition section of a tandem fan variable cycle engine nacelle was tested in the NASA Lewis Research Center 10-by-10 foot wind tunnel. Two 12-inch, tip-turbine driven fans were used to simulate a tandem fan engine. Three testing modes simulated a V/STOL tandem fan airplane. Parallel mode has two separate propulsion streams for maximum low speed performance. A front inlet, fan, and downward vectorable nozzle forms one stream. An auxilliary top inlet provides air to the aft fan - supplying the core engine and aft vectorable nozzle. Front nozzle and top inlet closure, and removal of a blocker door separating the two streams configures the tandem fan for series mode operations as a typical aircraft propulsion system. Transition mode operation is formed by intermediate settings of the front nozzle, blocker door, and top inlet. Emphasis was on the total pressure recovery and flow distortion at the aft fan face. A range of fan flow rates were tested at tunnel airspeeds from 0 to 240 knots, and angles-of-attack from -10 to 40 deg for all three modes. In addition to the model variables for the three modes, model variants of the top inlet were tested in the parallel mode only. These lip variables were: aft lip boundary layer bleed holes, and Three position turning vane. Also a bellmouth extension of the top inlet side lips was tested in parallel mode.