This history of the Astrophysical Research Consortium (ARC) and the Apache Point Observatory (APO) describes why and how the ARC· was formed, the vision for the APO, and the technology used to Implement that vision. In particular, It examines the building of a low cost, lightweight, f/1.75, 3.5 meter telescope with an experimental mirror cast at the Stewart Observatory Mirror Lab, and key features of remote observing, rapid instrument change and flexible scheduling. The organizational challenge of unifying distinct institutions and their astronomy programs, and the difficulty of gathering funds for this venture, are also explored. Key scientific results and achievements using the APO are noted. This paper Is based on Interviews with key personnel, documents in the ARC business files, and published papers and reports (Including astronomy department annual reports).