The goal of this Phase II STTR project is to develop automated cervical analysis for use after manual screening of thin layer specimens. Such a quality control (QC) system would help to identify false negative cytology specimens. A novel optoelectronic subsystem would be used to identify regions of interest that would be further analyzed by software based image analysis techniques. The combination of the high speed optoelectronic subsystem and the low cost of a software based imaging system would result in an instrument with the potential to recognize the vast majority of abnormal slides with a minimum overall system costs. By developing a post-screening, quality control device, the design goals of an automated screening system are reduced, and a system could have a simpler path through the complex regulatory system. A highly successful Phase I pilot study has demonstrated the feasibility of the device. In Phase II a working prototype will be designed, constructed and tested on a wide variety of specimens.