Lincoln Laboratory has developed 32 x 32-pixel ladar focal planes comprising silicon geiger-mode avalanche photodiodes and high-speed all-digital CMOS timing circuitry in each pixel. In Geiger mode operation, the APD can detect as little as a single photon, producing a digital CMOS-compatible voltage pulse. This pulse is used to stop a high-speed counter in the pixel circuit, thus digitizing the time of arrival of the optical pulse. This "photon-to-digital conversion" simultaneously achieves single-photon sensitivity and 0.5-ns timing. We discuss the development of these focal planes and present imagery from ladar systems that use them.© (2004) COPYRIGHT SPIE--The International Society for Optical Engineering. Downloading of the abstract is permitted for personal use only.