For counting of both colonies and plaques, there is a large number of applications including food, dairy, beverages, hygiene, environmental monitoring, water, toxicology, sterility testing, AMES testing, pharmaceuticals, paints, sterile fluids and fungal contamination. Recently, many researchers and developers have made efforts for this kind of systems. By investigation, some existing systems have some problems. The main problems are image acquisition and image segmentation. In order to acquire colony images with good quality, an illumination box was constructed as: the box includes front lightning and back lightning, which can be selected by users based on properties of colony dishes. With the illumination box, lightning can be uniform; colony dish can be put in the same place every time, which make image processing easy. The developed colony image segmentation algorithm consists of the sub-algorithms: (1) image classification; (2) image processing; and (3) colony delineation. The colony delineation algorithm main contain: the procedures based on grey level similarity, on boundary tracing, on shape information and colony excluding. In addition, a number of algorithms are developed for colony analysis. The system has been tested and satisfactory.