Deep convection over the warm pool is widespread and frequent. It is organized at many length scales resulting in considerable diabatic heating of the overlying atmosphere. Mesoscale Convective Systems (MCS) in this region have a major influence on the local radiation budget, the air-sea flux regulation and the general circulation through the process of condensational heating. However, few case studies have been undertaken to examine the lifecycle of these weather systems and the physical processes associated with their organization. To shed insight into the development of deep convection over the warm pool, a numerical case study of an MCS that occurred on 15 December 1992 is performed. This MCS was a class 4 (size > 300 km) system. Infrared satellite imagery reveals that the MCS was initiated as two subsystems at around 0540 UTC. The two subsystems merged near 1230 UTC leading to an extensive anvil cloud area by 1830 UTC. The MCS, since the time of initiation, lasted nearly 20 hours before dissipating completely. To simulate the system, using the 3-D observations as initial conditions, a modified version of the Canadian Mesoscale Compressible Community (MC2) model including the Kain-Fritsch deep convection and Betts-Miller shallow cumulus parameterization schemes is employed with a grid size of 20 km. Results of the meso-beta scale simulation captures the evolution of the system realistically as is evident from a qualitative comparison of the simulated patterns of the hydrometeor fields with the hourly infrared satellite imagery. It was found that to simulate the system successfully, significant improvements to the initial moisture field based on satellite observations and sea surface temperature (SST) diurnal variation are required. Furthermore, the triggering of deep convection needs to be described as a function of the surface potential temperature drop off (defined as the difference between potential SST and the average potential temperature of the atmospheric boundary layer (ABL) ). Our results illustrate the importance of having realistic initial moisture field, regional SST gradients and ABL potential temperature in the predictability of this system. Sensitivity experiments identifying the physical processes responsible for the organization of this system will be reported at the conference