The limited field of view available with conventional endoscopes has restricted the extent to which a full assessment of an abnormality and its anatomical relationship to surrounding structures may be made. The purpose of this research is to design a prototype system of a new endoscope that allows for an increased field of view to be obtained when compared to traditional endoscopes. The design of the system utilizes a panoramic annular lens (PAL) to obtain an image of the 360 degrees surrounding the optical axis of the lens. PALs have been characterized and evaluated on a larger scale in previous work performed in our laboratory. In the development of a prototype panoramic endoscope, research has been performed in the design of an optical train utilizing a miniaturized PAL and in its integration with fiber optics to obtain a panoramic view of the interior of a cylindrical pipe. The annular image obtained with this system has been linearized using customized software routines to obtain a more conventional view.