This proposal will result in the development of a revolutionary new type of optical microscope utilizing the very recent technology referred to as photon scanning tunneling microscopy. This new microscope could provide three-dimensional topographical images of biological or medical samples with a potential resolution an order of magnitude better than that possible with the best conventional optical microscopes. It will make possible the examination of samples in ambient conditions with resolution approaching that of scanning electron microscopes without their requirements that the sample be placed in a vacuum and be coated with a conducting material. It would be designed to allow rapid examination of conventionally prepared biological samples on standard microscope slides. Furthermore, the new microscope would possess inherent spectroscopic capabilities of chemical mapping of the sample with sub-wavelength resolution.