Infrared and ultraviolet image detection and processing requirements have created an urgent need for high resolution and high gain frequency conversion mechanisms to shift wavelengths to the visible regime. Solid state imaging systems and optical processors for the visible regime have approached the performance of the retina; in contrast, their IR and UV counterparts suffer from high cost, poor detectivity, and low resolution. Optron Systems proposes to explore the development of a Thin Film Optical Frequency Converter (TFOFC) which can resolve, amplify, and convert infrared and ultraviolet images to visible wavelengths for direct viewing, imaging, and optical processing. We intend to use a monolithic thin film sandwich structure that couples a visible-emitting electroluminescent film to a photoconductive film with an optical gap tailored to the regime of interest. The principle of operation of the TFOFC involves using the incident IR or UV radiation as a trigger and amplitude modulator for the emission of visible light. If successful, such a device could be mass produced in large areas and at low cost and it would find immediate applications in, remote earth sensing, optical computing, laser alignment, real-time image processing, machine vision, multispectral image fusion, edge detection, and astronomical imaging.