A number of outstanding scientific problems require a high resolution, visual spectrograph at the E-ELT. Measuring the dynamics of the universe, finding earth-like planets with radial velocity techniques, determining the chemical evolution of the intergalactic medium and if physical constants varied in the past, all require a superior capability of measuring exceedingly small Doppler shifts. We have started a Phase A study for CODEX at the E-ELT. We present here the scientific cases, the requirements, the basic technical choices and trade offs, as well as a couple of design under evaluation. We aim at a super stable instrument, capable of obtaining a radial velocity precision of 2 cm/sec over several decades. It will be located at the coude focus. The design will make use of anamorphosis, pupil slicing, slanted VPH gratings and a novel calibration system based on laser frequency combs. Several CODEX-related R&D activities are running, and, in addition, a Call for Proposal for a precursor at the VLT has been issued.© (2008) COPYRIGHT SPIE--The International Society for Optical Engineering. Downloading of the abstract is permitted for personal use only.