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A new transform imager technology and architecture is introduced in this paper. This approach allows for retina and higher-level bio-inspired computation in a programmable architecture that still possesses similar high-fill factor pixels of APS imagers. This imager is capable of programmable matrix operations on the image, where the image can be presented as either a full matrix or using block matrix operations. Each pixel is composed of a photodiode sensor element and a multiplier. The core imager performs computation at the pixel plane but still holds to a fill factor greater than 46 %. The resulting data-flow architecture directly allows computation of spatial transforms, motion computations, and stereo computations.