diff --git a/LICENSE b/LICENSE
new file mode 100644
--- /dev/null
+++ b/LICENSE
@@ -0,0 +1,202 @@
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diff --git a/Setup.hs b/Setup.hs
new file mode 100644
--- /dev/null
+++ b/Setup.hs
@@ -0,0 +1,2 @@
+import Distribution.Simple
+main = defaultMain
diff --git a/legion-discovery-client.cabal b/legion-discovery-client.cabal
new file mode 100644
--- /dev/null
+++ b/legion-discovery-client.cabal
@@ -0,0 +1,53 @@
+name:                legion-discovery-client
+version:             0.1.0.0
+synopsis:            Client library for communicating with legion-discovery.
+description:         Please see README.md
+homepage:            https://github.com/owensmurray/legion-discovery-client#readme
+license:             Apache-2.0
+license-file:        LICENSE
+author:              Rick Owens
+maintainer:          rick@owensmurray.com
+copyright:           2016 Rick Owens
+category:            Web
+build-type:          Simple
+-- extra-source-files:
+cabal-version:       >=1.10
+
+library
+  hs-source-dirs:
+    src
+  exposed-modules:
+    Network.Legion.Discovery.Client
+  build-depends:
+    Cabal >= 1.22.5.0 && < 1.25,
+    aeson >= 0.11.2.1 && < 0.12,
+    base >= 4.7 && < 5,
+    bytestring >= 0.10.6.0 && < 0.11,
+    containers >= 0.5.6.2 && < 0.6,
+    data-default-class >= 0.0.1 && < 0.2,
+    http-client >= 0.4.31.1 && < 0.5,
+    http-types >= 0.9.1 && < 0.10,
+    load-balancing >= 1.0 && < 1.1,
+    network >= 2.6.3.1 && < 2.7,
+    text >= 1.2.2.1 && < 1.3
+  default-language:
+    Haskell2010
+
+test-suite legion-discovery-client-test
+  type:
+    exitcode-stdio-1.0
+  hs-source-dirs:
+    test
+  main-is:
+    Spec.hs
+  build-depends:
+    base,
+    legion-discovery-client
+  ghc-options:
+    -threaded -rtsopts -with-rtsopts=-N
+  default-language:
+    Haskell2010
+
+source-repository head
+  type:     git
+  location: https://github.com/owensmurray/legion-discovery-client
diff --git a/src/Network/Legion/Discovery/Client.hs b/src/Network/Legion/Discovery/Client.hs
new file mode 100644
--- /dev/null
+++ b/src/Network/Legion/Discovery/Client.hs
@@ -0,0 +1,225 @@
+{-# LANGUAGE GeneralizedNewtypeDeriving #-}
+{-# LANGUAGE LambdaCase #-}
+{-# LANGUAGE OverloadedStrings #-}
+{- |
+  This module contains a client library for communicating with the
+  'om-discovery' service discovery program.
+-}
+module Network.Legion.Discovery.Client (
+  -- * Establishing a Connection.
+  connect,
+  -- * Performing Queries.
+  query,
+  -- * Registering a Service.
+  withService,
+  -- * HTTP Utilities.
+  newLB,
+  withResponse,
+  -- * Other Types.
+  LBHttp,
+  Discovery,
+  Name(..),
+  ServiceAddr(..),
+) where
+
+import Control.Concurrent (newEmptyMVar, MVar, putMVar, tryTakeMVar,
+  forkIO, threadDelay)
+import Control.Concurrent.LoadDistribution (withResource,
+  evenlyDistributed, LoadBalanced)
+import Control.Exception (bracket)
+import Control.Monad (void)
+import Data.Aeson (eitherDecode, Value, encode, object, (.=))
+import Data.ByteString.Lazy (fromChunks)
+import Data.Default.Class (def)
+import Data.Map (Map)
+import Data.Monoid ((<>))
+import Data.Set (Set)
+import Data.String (IsString)
+import Data.Text (Text, unpack, pack)
+import Data.Text.Encoding (encodeUtf8)
+import Distribution.Text (display)
+import Distribution.Version (VersionRange, Version)
+import Network.HTTP.Client (Request, Response, BodyReader,
+  parseRequest, host, secure, port, Manager, requestHeaders,
+  checkStatus, responseStatus, brConsume, responseBody, path, method,
+  RequestBody(RequestBodyLBS), requestBody)
+import Network.HTTP.Types (urlEncode, statusIsSuccessful)
+import qualified Data.Map as Map
+import qualified Data.Set as Set
+import qualified Network.HTTP.Client as C
+
+{- | This type represents a handle on the discovery service.  -}
+data Discovery = D {
+       dName :: Name,
+    dVersion :: Version,
+         dLb :: LBHttp
+  }
+
+
+{- | Create a connection to the discovery service.  -}
+connect
+  :: Name
+    {- ^
+      The name of the local program. This is used to track and display
+      a network graph of service dependencies.
+    -}
+  -> Version
+    {- ^ The version of the local program. -}
+  -> Set ServiceAddr
+    {- ^ The well-known set of urls where the discovery service lives.  -}
+  -> Manager
+    {- ^
+      The http manager used to manage communication to the discovery
+      service, and also for communication with any services accessed
+      via the 'withResponse' function.
+    -}
+  -> IO Discovery
+connect name version urls manager =
+  D name version . LB manager <$> evenlyDistributed (return urls)
+
+
+{- |
+  Run a registered service, making sure to unregister upon ternination.
+-}
+withService :: ServiceAddr -> Discovery -> IO a -> IO a
+withService addy d =
+    bracket launchPing stopPing . const
+  where
+    launchPing :: IO (MVar ())
+    launchPing = do
+      stop <- newEmptyMVar
+      void . forkIO $
+        let
+          loop =
+            tryTakeMVar stop >>= \case
+              Nothing -> ping >> threadDelay tenSeconds >> loop
+              Just () -> return ()
+        in loop
+      return stop
+
+    stopPing :: MVar () -> IO ()
+    stopPing stop = putMVar stop ()
+
+    ping :: IO ()
+    ping = do
+      let
+        userAgent = encodeUtf8
+          $ unName (dName d) <> "-" <> pack (display (dVersion d))
+        req = def {
+            path = 
+              "/v1/ping/"
+              <> urlEncode False (encodeUtf8 (unName (dName d)))
+              <> "/"
+              <> urlEncode False (encodeUtf8 (pack (display (dVersion d)))),
+            method = "POST",
+            requestHeaders = [("user-agent", userAgent)],
+            checkStatus = const . const . const $ Nothing,
+            requestBody = RequestBodyLBS . encode . object $ [
+                "serviceAddress" .= unServiceAddr addy
+              ]
+          }
+      {- TODO figure out what we want to do when the ping failes.  -}
+      withResponse req (dLb d) (const (return ()))
+
+    tenSeconds :: Int
+    tenSeconds = 10000000 {- in microseconds.  -}
+
+
+{- | Query the discovery service.  -}
+query
+  :: Name
+    {- ^ The name of the service you are looking for.  -}
+  -> VersionRange
+    {- ^ The range of service versions with which you are compatible.  -}
+  -> Discovery
+    {- ^ A handle on the discovery service.  -}
+  -> IO (Set ServiceAddr)
+query name range d = do
+  let
+    userAgent = encodeUtf8
+      $ unName (dName d) <> "-" <> pack (display (dVersion d))
+    req = def {
+        path = 
+          "/v1/services/"
+          <> urlEncode False (encodeUtf8 (unName name))
+          <> "/"
+          <> urlEncode False (encodeUtf8 (pack (display range))),
+        method = "GET",
+        requestHeaders = [("user-agent", userAgent)],
+        checkStatus = const . const . const $ Nothing
+      }
+  withResponse req (dLb d) (\case
+      Nothing -> fail "No Discovery instances available."
+      Just resp -> do
+        body <- brConsume (responseBody resp)
+        case responseStatus resp of
+          status | statusIsSuccessful status ->
+            case eitherDecode (fromChunks body) of
+              Left err -> fail
+                $ "Couldn't decode Discovery response: " ++ show err
+              Right instances -> return (
+                  Set.fromList
+                    (ServiceAddr <$> Map.keys (instances :: Map Text Value))
+                )
+          status -> fail $ "Bad response from Discovery:" ++ show (status, body)
+    )
+
+
+{- | The name of a service.  -}
+newtype Name = Name {unName :: Text} deriving (IsString)
+
+
+{- |
+  The type of a service address.
+  
+  A 'ServiceAddr' is a wrapper around an unstructured text value. The
+  meaning of the text value is dependent on the registered service,
+  as it is the one responsible for publishing the service address. We
+  __highly__ recommend that registered services choose to publish a
+  fully qualified URL as their service address.
+-}
+newtype ServiceAddr = ServiceAddr {unServiceAddr :: Text}
+  deriving (IsString, Eq, Ord, Show)
+
+
+{- |
+  Similar to 'C.withResponse', but automatically replaces the host,
+  port, and scheme portions with one obtained from the load balancer.
+
+  If a 'Nothing' value is passed to the response handler, that means
+  that there are no available instances that match the query params that were
+  passed to 'newLB'.
+-}
+withResponse
+  :: Request
+  -> LBHttp
+  -> (Maybe (Response BodyReader) -> IO a)
+  -> IO a
+withResponse r lb f = withResource (lbLb lb) (\case
+    Nothing -> f Nothing
+    Just url -> do
+      lbReq <- parseRequest (unpack (unServiceAddr url))
+      let
+        req = r {
+            host = host lbReq,
+            secure = secure lbReq,
+            port = port lbReq
+          }
+      C.withResponse req (lbManager lb) (f . Just)
+  )
+
+
+{- | A handle on the load balancing context.  -}
+data LBHttp = LB {
+    lbManager :: Manager,
+         lbLb :: LoadBalanced ServiceAddr
+  }
+
+
+{- |
+  Create a new load balanced http client, for use with 'withResponse'.
+-}
+newLB :: Discovery -> Name -> VersionRange -> IO LBHttp
+newLB d n r = LB (lbManager (dLb d)) <$> evenlyDistributed (query n r d)
+
+
diff --git a/test/Spec.hs b/test/Spec.hs
new file mode 100644
--- /dev/null
+++ b/test/Spec.hs
@@ -0,0 +1,2 @@
+main :: IO ()
+main = putStrLn "Test suite not yet implemented"
