This paper describes a multi-mode, digital imager for real- time x-ray applications. The imager has three modes of operation: low dose fluoroscopy, zoom fluoroscopy, and high resolution radiography. These modes trade-off resolution or field-of-view for frame rate and additionally optimize the sensitivity of the imager to match the x-ray dose used in each mode. This large area sensing technology has a form factor similar to that of a film cassette, no geometric image distortion, no sensitivity to magnetic fields, a very large dynamic range which eliminates repeat shots due to over or under exposure, 12 bit digital output and the ability to switch between operating modes in real-time. The imager, which consists of three modules: the Receptor, the Power Supply and the Command Processor, is intended as a component in a larger imaging system. Preliminary characterization of the prototype imager in fluoroscopic mode at entrance exposure rates down to 2.5 (mu) R/frame, indicates that the DQE(f), MTF and low contrast resolution are comparable to that obtained with an image intensifier tube (IIT) coupled to a video camera.