Abstract: A dynamic focus and zoom system with three MEMS mirrors, three prisms, three beam splitters, three fixed lenses and an optical relay, all within a housing. The second prism, first and second fixed lenses, and first beam splitter are aligned linearly along a longitudinal axis of the optical relay. The first and second MEMS mirrors are linearly aligned with one another at a ninety-degree angle to such longitudinal axis. The third MEMS mirror, third fixed lens, third wave plate, third beam splitter and third prism are linearly aligned with one another at a ninety-degree angle to the same longitudinal axis. The third prism abuts up against the center of the optical relay between the first and second fixed lenses and is linearly aligned with the first prism such that the linear alignment of the first and third prisms is parallel to the longitudinal axis of the optical relay.