This proposal is for instrument development of a spatial light interference microscopy facility that will measure samples in both transmission and reflection modes. This quantitative phase imaging instrument will benefit diverse research efforts in the materials and life sciences. In particular, it will enable: (1) non-destructive inspection of nanostructures, semiconductor devices, and new materials such as graphene and carbon/semiconductor nanotubes, (2) observation of the dynamics of live cells and transport in neurons, and (3) exploration of new cancer detection techniques. Current topographic imaging technology severely constrains the size and sheer number of samples that can be measured at high resolution. Thus, the information gathered and new understanding obtained is thereby limited. Numerous new lines of research and opportunities for discovery in fields ranging from medicine and life sciences to semiconductors and material sciences will be enabled once this new form of fast microscopy is made accessible. Further, development of this transformative scientific instrument will provide rich opportunities to broadly integrate research and education.