Abstract: A video processor used in conjunction with commercial video products provides realistic visual imagery and a dynamic interactive capability. The outputs from three video digitizers, one for each of the primary colours red, green and blue (RGB) of a composite video signal, are stored in high speed, serial access memory devices. The output of the memory devices is converted to an analog signal for an ordinary RGB monitor. Image content can be transformed in real-time via microprocessor control of selected data in the memory devices, encoding and retrieval circuits permitting a portion of the original video signal to completely fill a normal RGB monitor. As well, computer generated imagery can be superimposed upon the video background and the background can be altered to achieve special visual effects.