This award will be used at the Massachusetts Institute of Technology to develop a new generation of photometers based on Charge Coupled Devices (CCD) for use in observing occultations of stars by objects in the Solar System. When compared with conventional high-speed photometers that use photomultipliers, a CCD-based photometer provides much greater quantum efficiency over a broader wavelength range, the ability to guide the telescope directly from the CCD image, and the ability to construct a much smaller synthetic photometric aperture after the fact that tracks image motion and can be optimized for changing seeing conditions. As a result, the CCD-based photometer provides a substantially greater signal-to-noise ratio than the traditional photometer for a given event, and it allows useful observations of the more numerous events involving fainter stars to be made. The high-speed CCD photometer must be portable in order to be used with a portable telescope or a fixed telescope that happens to lie within an occultation path.