By the late 1980s, the Mirage 2000 was beginning to age compared with the latest models of U.S. F-16 fighters, so Thomson-CSF began work on a privately funded update of the Mirage 2000C which was to be named the Mirage 2000-5. A two-seat Mirage 2000B prototype was extensively modified as the first Mirage 2000-5 prototype, and it first flew on 24 October 1990. A Mirage 2000C prototype was also reworked to a similar standard, making its initial flight on 27 April 1991. The production aircraft entered operational service in 1997. A two-seat version was developed as well, whose rear seat has a HUD but not an associated head-level display and lacks a built-in cannon, although cannon pods can be carried.

Improvements included the Thales TV/CT CLDP laser designator pod as well as the Thales multimode RDY (Radar Doppler Multitarget), which allows detection of up to 24 targets and the ability to simultaneously track 8 threats while guiding 4 MICA missiles to different targets. Updates to defensive systems included the ICMS 2 countermeasures suite and the Samir DDM missile warning system. ICMS 2 incorporates a receiver and associated signal processing system in the nose for detecting hostile missile command data links, and can be interfaced to a new programmable mission-planning and post-mission analysis ground system. Avionics were also updated, using a new Night vision-compatible glas cockpit layout borrowed from the Rafale, a dual-linked wide-angle Head-up display, and HOTAS controls. The Mirage 2000-5 can also carry the oversized drop tanks developed for the Mirage 2000N, greatly extending its range.

Dassault needed an order from the AdA to help promote foreign sales and, in 1993, the AdA decided to upgrade 37 of their existing Mirage 2000s to the 2000-5 specification as a stopgap before the arrival of the Rafale in AdA service. The upgraded aircraft were redesignated Mirage 2000-5F, and became operational in 2000. They retained the old countermeasures system with the Several/Sabre/Spirale units and did not receive the ICMS 2 system. The AdA is now considering upgrades for the type, including the MIDS datalink, MICA IR support, and the Thales Topsight helmet-mounted display and sighting system.

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