In an introductory microprocessors course, students utilize a Field Programmable Gate Array (FPGA) and the Verilog Hardware Description Language (HDL) to study microprocessors. Students utilize both structural and behavioral Verilog code to develop the fundamental building blocks of a processor, culminating in the design and implementation of a simple ALU including an instruction memory and program counter. Once they have studied the fundamental internal architecture of a microprocessor, the students then employ a small 8-bit embedded processor through a system-on-chip design process. Working with the embedded processor allows the students to study the instruction set architecture (ISA) of a microprocessor utilizing assembly language programming. This paper focuses primarily on the capstone design project that the students complete within this microprocessor course. This project requires the students to develop a complete microprocessor system for audio recording and playback utilizing the embedded processor and any necessary interface hardware. Therefore, to complete the project each student is responsible for both hardware and software development; a true co-design experience. During this process, the students must also determine how each subsystem will be tested in support of the final project. The developed microprocessor system must include interfaces for analog-to-digital conversion for audio recording, data memory for audio file storage, and digital-to-analog conversion for audio playback. Additionally, the system must include a user interface for performing the record and playback operations. The complete system requirements will be detailed in this paper along with an overview of one student team's design solution.