An improved machine tool having a support structure (16), a spindle (18) rotatably supported by the structure, the spindle adapted for engagement with a workpiece (56), the spindle operatively arranged to selectively rotate in an annular A-axis (19) and about a linear Z-axis (20), a tool frame (25) supported by the structure, the tool frame having an array of individual tool-holding stations adapted for engagement with a tool (49), an actuating mechanism (24), the actuating mechanism operatively arranged to selectively provide movement of the workpiece in the spindle relative to the tool in the tool frame in the Z-axis, in a linear Y-axis (21) that is perpendicular to the Z-axis, and in a linear X-axis (22) that is perpendicular to both the Z-axis and the Y-axis, the position of the stations in the array defined by at least an X-axis coordinate and a Y-axis coordinate, at least two of the stations in the array positioned such that the two stations have neither the same X-axis coordinate nor the same Y-axis coordinate. The tool frame may comprise a tool frame actuating portion operatively arranged to selectively rotate in an annular axis that is about a linear axis that is not the Z-axis, and the annular axis may be a B-axis that is about the Y-axis.