A launch set for November 19, 1991, was delayed due to replacement and testing of a malfunctioning redundant inertial measurement unit on the Inertial Upper Stage (IUS) booster attached to the Defense Support Program (DSP) satellite.

[3] The launch was reset for November 24 and was delayed by 13 minutes to allow an orbiting spacecraft to pass and to allow external tank liquid oxygen replenishment after minor repairs to a valve in the liquid oxygen replenishment system in the mobile launcher platform.

The unclassified payload included a Defense Support Program (DSP) satellite, DSP-16 attached to Inertial Upper Stage (IUS-14), deployed on flight day one.

Cargo bay and middeck payloads included the Interim Operational Contamination Monitor (IOCM), Terra-Scout, Military Man in Space (M88-1), Air Force Maui Optical Site (AMOS), Cosmic Radiation Effects and Activation Monitor (CREAM), Shuttle Activation Monitor (SAM), Radiation Monitoring Equipment (RME III), Visual Function Tester (VFT-1), Bioreactor Flow, and Extended Duration Orbiter Medical Project, a series of investigations in support of Extended Duration Orbiter.

The Ultraviolet Plume Instrument (UVPI) experiment was located onboard the previously-launched LACE satellite, and could've been pointed at Atlantis on-orbit to observe the shuttle's thruster firings.