This paper presents a 1/2.3-inch 10.3Mpixel Back-Illuminated (BI) CMOS image sensor that targets both digital still camera (DSC) and high-definition camcorder applications. These applications require high-pixel-count, high-sensitivity, high saturation signal, low noise and high-speed imaging for image quality [1]. The sensor is scaled down to get a higher resolution due to higher pixel count. Several approaches such as a Cu process to reduce the pixel height and inner micro-lenses to gather rays of incident light have been proposed to overcome electro-optical challenges [2][3][4]. The BI process has been reported as one of the most promising technologies to improve optical performance [5,9]. This BI image sensor includes a 10b/12b analog-to-digital converter (ADC), an internal phase-locked loop (PLL) and a 10b serial LVDS interface to enable a data-rate up to 576MHz.Pixel sharing increases the sense-node capacitances because of: floating-diffusion (FD) regions linked in series, and interconnect capacitance. The FD capacitance causes a trade-off between conversion gain and full well capacity [4,6]. The imager uses a 1.65×1.65µm 2 4-shared-pixel FD boost-driving architecture with a view to optimize for high fill factor, high conversion gain and high full well capacity.