The goal of this Small Business Innovation Research (SBIR) Phase I project is to improve the way in which Geographic Information System (GIS) databases are created, updated and utilized. Software systems will be built that enable users to rapidly and inexpensively generate, update, analyze and visualize high-resolution 3D digital terrain models from digital images collected by a wide range of aerial and satellite platforms. Using an integrated approach that takes into account all aspects of the terrain modeling process, software tools will be developed that transform raw data collected from new high-resolution digital imaging sensors and low-cost navigation instruments into high-resolution, geographically registered 3D terrain models. The low cost and short turnaround time for these products will enable government and commercial organizations to expand the scope of their GIS applications, especially in the areas of environmental monitoring, change detection, and urban planning