Imaging the retina using adaptive optics (AO) to correct aberrations in the lens and cornea increases lateral resolution by a factor of three. Depth resolution for confocal systems increases by a factor of ten when correcting aberrations with AO. The increased resolution afforded by AO correction will improve early disease detection and will allow drug developers to quantitatively assess drug efficacy in vivo. Despite the large increase in resolution, widespread use of AO has been impeded by the high cost of the deformable-mirror (DM) wavefront corrector. Conventional DMs on the market today cost over $1000 per actuator. This is prohibitively expensive because ophthalmic AO systems require 100 actuators or more. The development of a compact, low-cost deformable mirror (DM) is crucial to the commercialization of AO imaging systems for the retina. For Phase I research, Iris AO will develop a low-cost (approximately $10 per actuator), high-stroke (20 mu/m), small aperture (8 mm) DM for use in adaptive-optics imaging of the retina. The microelectromechanical system (MEMS) DM will have at least 100 segments in the array, each with optical-surface errors smaller than 10 nm RMS. Later stages of research will develop an AO fundus camera for use in clinical settings.