We will design a CMOS ROIC optimized for high resistivity bolometer detectors operating in continuous or close to continuous bias condition. The ROIC design will be optimized for low detector input noise, low read noise, high charge handling capacity, high density, and large dynamic range and linearity. Detailed noise modeling of the proposed ROIC design will be performed. The commercialization of this technology is expected to provide low cost, reliable, high performance uncooled imagers for potential uses in a variety of commercial applications including transportation, security/law enforcement, medical imaging, fire as well as military applications such as night vision, missile seeker sensors, guide munitions, surveillance and target acquisition missions.