Title:Models of faint galaxy production through star cluster evolution (working title) Abstract: The mass-to-light ratios of ultra-faint dwarf galaxies are comparable to a moderate-size star cluster embedded in a moderate-mass dark matter halo. We will present N-body models of star clusters evolving within dark matter halos that explore this scenario in terms of the dynamics of the system and the final observable state, including the possible creation of dark galaxies.