The major goal of this application is to provide our local scientific community with access to a shared non-invasive optical imaging instrument to increase the innovation, efficiency, and synergy of our biomedical research projects. We identified sixteen NIH funded investigators of The Scripps Research Institute, the Burnham Institute, and the La Jolla Institute for Molecular Medicine who have an urgent need for an imaging modality that will allow in vivo monitoring of 1) tumor development and metastatic progression, 2) specific tracking of tumor cells, stem or progenitor cells, and other cell types involved in development, tissue remodeling, injury repair and regeneration, 3) gene expression, 4) proteolytic activity, and 5) treatment efficacy in disease and pathological conditions. For use as a shared instrument, we propose a cost effective and easy-to-use, yet state-of-the-art modality for non-invasive real time imaging of small animals, based on the detection of fluorescence and bioluminescence signals. The Scripps Research Institute will provide all ancillary facilities and staff to operate and manage instrument use and user training on a cost recovery basis. It will also provide access to a bioinformatics infrastructure to facilitate data analysis, management, archiving, and links to public databases. The organization and use of the shared instrument will foster research collaborations within the user group and open new avenues for biomedical research, enhancing the information gained from each of the participating projects toward understanding the complexity of molecular and cell biological events in live animal models.