The U.S. Army Night Vision and Electronic Sensors Directorate (NVESD) currently has efforts internally and externally to develop advanced readout integrated circuits (ROICs) with on- chip processing capabilities. We have funded Raytheon Infrared Operations through a Dual Use Science and Technology program to develo and fabricate an advance ROIC with processing features including non-uniformity correction, extended charge handling, motion detection and edge enhancement. This advanced ROIC has been demonstrated through the successful development of the 'Adaptive Infrared Sensors' camera. Discussions of the circuit concepts and architecture of the 'AIRS' ROIC/FPA, as well as simulation results and test results of the camera is presented. Our internal investigations has resulted in an advanced readout design capable of real-time spatial and temporal filtering, to perform edge detection, edge enhancement, motion detection, and motion enhancement. The details of the circuit design, simulation results, as well as test data is presented.