A complete range camera system, working with the time-of- flight principle, is introduced. This ranging system uses modulated LEDs as active illumination source and a new lock-in CCD sensor as demodulator and detector. It requires no mechanically scanning parts because every pixel of the sensor contains a lock-in amplifier, enabling both intensity and range measurement for all pixels in parallel. Two such lock-in imagers are realized in 2.0 micrometer CMOS/CCD technology, (1) a line sensor with 108 pixels and an optical fill factor of 100% and (2) a 64 X 25 pixel image sensor with 20% fill factor. The basics of time-of-flight ranging are introduced with a detailed description of the elements necessary. Shot noise limitation to ranging resolution is deduced and confirmed by simulation. An optical power budget is offered giving the relation between the number of photons in a pixel depending on the light source, the observed object, and several camera parameters. With the described lab setup, non- cooperative targets can be measured over a distance of several meters with a resolution of some centimeters.© (1999) COPYRIGHT SPIE--The International Society for Optical Engineering. Downloading of the abstract is permitted for personal use only.