A multi-channel, high precision, high detector count, TDI real time multi-spectral infrared focal plane residing in a flight platform generates volumes of image data. Data rates in excess of 50 Mbytes/sec are typical. The design requirements of high dynamic range, low noise, server weight and package constraints place burdens on the system designers. The fielding of a complex instrument of this type with near theoretical noise performance demonstrates that when the important principles of system design such as grounding, shielding, and signal processing are understood, excellent performance may be achieved in the face of the inevitable compromises which must be made to satisfy all the system constraints. This paper discusses the architecture of a multi-channel, multi-spectral high frame rate camera. Several key signal processing philosophies will be illustrated and used to demonstrate the effect upon overall system design. Several electronics modules have been manufactured and integrated with infrared focal plane assemblies, ultimately becoming part of an infrared camera system for a reconnaissance program.