This paper describes the design and implementation of an impedance cross correlation flow meter which can be used in solids-water pipe flows to measure the local solids volume fraction distribution and the local solids velocity distribution. The system is composed of two arrays of electrodes, separated by an axial distance of 50 mm and each array contains eights electrodes mounted over the internal circumference of the pipe carrying the flow. Furthermore every electrode in each array can be selected to be either"excitation", "measurement" or "earth". Changing the electrode configuration leads to a change in the electric field, and hence in the region of the flow cross section which is interrogated. The local flow velocity in the interrogated region is obtained by cross correlation between the two electrode arrays. Additionally, the local solids volume fraction can be obtained from the mean mixture conductivity in the region under interrogation. The system is being integrated with a microcontroller to measure the velocity distribution of the solids and the volume fraction distribution of the solids in order to create a portable flow meter capable of measuring the multi-phase flow parameters without the need of a PC to control it. Integration of the product of the local solids volume fraction and the local solids velocity in the flow cross section enables the solids volumetric flow rate to be determined.