This proposal is submitted to develop a new device architecture for enhancing vision under low illumination conditions and enabling out-of-band operation. The proposed effort includes establishing the optimal set of subcomponents and interfaces to realize the end system under constraints of size, power, and performance. The effort addresses the entire system including the optical front-end, SWIR sensor (1280x1024 as baseline), image processing engine with a robust processing set, high resolution display, and overall packaging for military compatible environments. Appropriate trade studies will be made to identify and mitigate risk of system implementation.