The main goal of the IST Project LION is to design and test a resilient and managed infrastructure based on an advanced Automatic Switched Optical Network (ASON) carrying multi-clients. Innovative functionality (such as dynamic set-up of optical channels driven by IP routers via User Network Interfaces and OS) will be developed and validated in an Optical Internetworking test bed; particularly the test-bed integrates IP Giga Switch Router (GSR) over Optical Network Elements. The project’s main activities regard the definition of the requirements of an integrated multi-layered network; the implementation of both data (Digital Wrapper - ITU-T G.709) and signaling of UNI (User Network Interface) and NNI (Network Node Interface); the design and implementation of an "umbrella" management architecture enabling an end-to-end view over domains with different management technologies (eg. SNMP, WBEM, Q_3, CORBA) and over the different network layers, the analysis of OA&M concepts at the protocol level (LMP); the definition of effective resilience strategies for IP over Optical Networks. Finally, network planning and evaluation activities will identify convenience areas for IP over Optical Networks deployments.