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We are developing a system for interactive modeling of real world scenes. The acquisition device consists of a video camera enhanced with an attached laser system. As the operator sweeps the scene, the device acquires dense color and sparse depth frames that are registered and merged into a point-based model. The evolving model is rendered continually to provide immediate operator feedback. The interactive modeling pipeline runs at five frames per second. We model scenes in two modes based on their geometric complexity. Scenes that contain large smooth surfaces are modeled freehand; scenes that contain small uneven surfaces are modeled using a parallax-free camera bracket.