This Phase II Small Business Innovation Research application will continue the development of the advanced OCT microscope system targeting applications in imaging small animals such as Drosophila, zebrafish, Xenopus, chick embryo and others. The result of the Phase I project was a working OCT microscope with excellent performance characteristics. For the Phase II project, additional functionality will be added including high throughput imaging using a motorized stage and advanced software, Doppler imaging, and integrated 3-D imaging and analysis. Engineering development will continue as the system is moved from the current beta prototype to a commercial system. The result of this Phase II project will be a commercially available OCT microscope with state of the art performance and an easy to operate user interface.. Our team of investigators, subcontractors, and consultants includes experts in optoelectronic component manufacturing (the basis of OCT technology), optical sensing, and one of the original developers of OCT systems for small animal imaging. ? ?