The laser confocal microscope (LCM) is now an established research tool in biology and materials science. In biological applications, it is usually employed to detect the location of fluorescent marker molecules and, under these conditions, signal levels from bright areas are often <20 photons/pixel (from the specimen, assuming a standard 512×768, 1 s scan). 1 Although this data rate limits the speed at which information can be derived from the specimen, saturation of the fluorophor, photobleaching of the dye, and phototoxicity prevent it being increased. Currently, most LCMs use photomultiplier tubes (PMT, QE 1-30% @ 400-800 nm). By contrast, scientific charge-coupled devices (CCD) now routinely read out the signal from square sensors ~30 µm on a side with a QE of 80-90%, a noise of only 3± e − /pix, and no multiplicative noise. For this reason, in 1989, one of us (JJ) developed a rear-illuminated, single-channel Si sensor, called the "Turbodoide," employing some of the sophisticated readout techniques used to measure charge in a scientific CCD. 2 We are now extending this work to a device in which a single 36×36 µm sensor is read out through a low-noise FET charge amplifier with a reset circuit and then passed to a correlated, double-sampling digitizer. To maintain the desired ±3 e − noise level at the relatively high data rate of 1 MHz, our new device utilizes 64 separate readout amplifier/digitizer systems, operating in sequence. The resulting detector is more compact, efficient, and reliable than the PMT it replaces, but as its sensitive area is smaller than that of a PMT, it will require auxiliary optics when used with any LCM having a large (mm) pinhole. As the light is parallel, a simple lens mounted axially and with the CCDiode at its focus would suffice. Future versions may use 4×4 or 5×5 arrays to "track" the confocal spot as it is deflected by inhomogeneities of the specimen, change its effective size or shape, or detect misalignment. Writing three-dimensional (3-D) microstructures in a bulk medium can be accomplished by nonlinear excitation method in a scanning optical microscope equipped with a high NA objective. Strickler and Webb [Optical Lett, 16, 1780 (1991)] have demonstrated the feasibility of 3-D optical data storage in refractive media by using the two-photon writing method. We report here the use of two-photoninduced photo-bleaching in a polymer matrix for the recording of 3-D microstructures.The technology was based on a newly synthesized compound, 4-[N-(2-hydroxyethyl)-N-methyl) amino phenyl]-4(-(6-hydroxyhexyl sulfonyl)stilbene (APSS), which has a linear absorption peak at 400 nm and emission maximum at approx. 520 nm. The fluorophore also exhibits a strong twophoton absorption at 800 nm and produces green upconverted fluorescence emission. When the APSS is incorporated into polymer, power density required for significant photo-bleaching of the fluorophore is much higher than that required to obtained an fluorescent image by two-photon fluorescent microscopy. Therefore, the APSS-doped...