Abstract: A system and method for optically scanning a scene are disclosed. The system is rotated about a pitch axis and a roll axis to provide the desired scanning capability. The system consists of a primary mirror, a secondary mirror, a tertiary mirror and a fold mirror. The fold mirror is located between the primary and secondary mirrors and reflects the light from the field of view along the pitch axis of the system. The light is reflected by a series of plane fold mirrors to the roll axis and out through an exit aperture. Because the light is reflected along the pitch axis and roll axis, the system can be rotated about these axes while the optical output is maintained as required. Rotation about these axes through internal points between the primary and secondary mirrors minimizes the volume swept out by the system during rotation and maximizes the angles through which the system can be rotated.