Abstract: An imaging system (27) includes an optical path directing light to a CMOS imaging array (28), the output of which passes to an analog-to-digital converter (29). The array (27) and converter (28) perform their tasks under the control of readout control (32). The ADC (27) output is optionally passed through an image/color processing circuit (46), and thence to a memory (31). A motion estimator (33) reads data from the memory (31) and yields motion vectors communicated externally. Importantly, the motion estimator (33), the memory (31), the ADC (27), the readout control (32), and the imaging array (28) are all formed on a single integrated circuit chip. The memory (31) may also communicate image data externally. The system offer low power, a small parts count and a reduction in system volume compared to other systems.