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The success of the next generation of instruments for ELT class telescopes will depend upon improving the image quality by exploiting sophisticated Adaptive Optics (AO) systems. One of the critical components of the AO systems for the E-ELT has been identified as the optical Laser/Natural Guide Star WFS detector. The combination of large format, 1760x1680 pixels to finely sample the wavefront and the spot elongation of laser guide stars, fast frame rate of 700 frames per second (fps), low read noise (< 3e-), and high QE (> 90%) makes the development of this device extremely challenging. Design studies concluded that a highly integrated Backside Illuminated CMOS Imager built on High Resistivity silicon as the most likely technology to succeed. Two generations of the CMOS Imager are being developed: a) the already designed and manufactured NGSD (Natural Guide Star Detector), a quarter-sized pioneering device of 880x840 pixels capable of meeting first light needs of the E-ELT; b) the LGSD (Laser Guide Star Detector), the larger full size device.The detailed design is presented including the approach of using massive parallelism (70,400 ADCs) to achieve the low read noise at high pixel rates of ~3 Gpixel/s and the 88 channel LVDS 220Mbps serial interface to get the data off-chip. To enable read noise closer to the goal of 1e-to be achieved, a split wafer run has allowed the NGSD to be manufactured in the more speculative, but much lower read noise, Ultra Low Threshold Transistors in the unit cell. The NGSD has come out of production, it has been thinned to 12µm, backside processed and packaged in a custom 370pin Ceramic PGA (Pin Grid Array). First results of tests performed both at e2v and ESO are presented.

The advantages of photon counting over charge integration, for medical X-ray imaging, are known. Yet the realization is hindered by technical and economical factors. The question that we try to answer is: what does it take to make a photon counting X-ray sensor?

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