Abstract: A system is disclosed which increases the level of accuracy and precision for quantifying formations in paper. A CCD camera is used to capture data from a large portion of the paper. A diffuse illumination source is used to back light the paper sample. A microcomputer uniquely analyzes digitized image data. In this regard, after the image is stored in memory, a two-dimensional window is created and scanned over the entire frame to two-dimensionally analyze the image intensity level data. Average window intensity levels are generated that are compared to one another. In this regard, smaller local pixel variations are compared to these windows giving both regional and local variation data. Hundreds of thousands of data points are considered in these comparisons which are divided into sixty four difference levels.