Abstract: An improved control for an automatic transmission power-on downshift, wherein a dynamic model of the transmission is used to schedule the on-coming and off-going clutch pressures based on the transmission input torque and a desired trajectory of the input shaft during the shift. The shift is initiated with the off-going clutch by using the dynamic model achieve consistent initiation of clutch slippage, and to conform the input speed to the desired trajectory. When the input speed nears a synchronization speed for the target speed ratio, the dynamic model is used to engage the on-coming clutch at a rate based on the input torque while maintaining the input speed in synchronism with the target speed ratio. As a result, the control responds appropriately to dynamic changes in input torque, the input speed more accurately tracks the desired trajectory, and the shifts are completed at or near synchronism.