As compared with 3G video communication, video conference with handset does not gain popularity because the technology of micro-display is not mature. LCoS display has small volume and suitable for mobile projection display of video conference. In this paper, we propose and design LCoS back-plane with frame buffer pixel circuit composed of three transistors and two capacitors. This pixel circuit enables data transfer of all pixels to be done simultaneously in a frame-at-atime fashion so that the brightness can be maximized. The LCoS back-plane is designed with 0.35um highvoltage CMOS technology. The size of a pixel is 13.5 x 13.5 um 2 and the display size is 0.53" for SVGA (800x600) panel.