Abstract: A digital RF receiving system is provided for processing relatively weak analog signals transmitted in a noisy environment. The system includes a receiver for filtering and mixing the incoming signal. Automatic gain control components are provided for digitally attenuating the signal before processing by the receiver so that useful information contained in the signal will not be lost due to saturation of the amplifier within the receiver. The automatic gain control components include a high speed A/D converter, digital processor, and digital attenuator driven by the digital process in response to the signal received from the high speed A/D converter. A second relatively high speed A/D converter samples and digitizes the output signal from the receiver at a relatively high rate. A microprocessor is included for digitally filtering and processing the digitized signal from the A/D converter into useful digital information.