We describe the design of Episode®, a highly portable POSIX-compliant file system. Episode is designed to utilize the disk bandwidth efficiently, and to scale well with improvements in disk capacity and speed. It utilizes logging of meta-data to obtain good performance, and to restart quickly after a crash. Episode uses a layered architecture and a generalization of files called containers to implement filesets. A fileset is a logical file system representing a connected subtree. Filesets are the unit of administration, replication, and backup in Episode. The system works well, both as a standalone file system and as a distributed file system integrated with the OSF's Distributed Computing Environment (DCE). Episode will be shipped with the DCE as the Local File System component, and is also exportable by NFS. As for performance, Episode meta-data operations are significantly faster than typical UNIX Berkeley Fast File System implementations due to Episode's use of logging, while normal I/O operations run near disk capacity.