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This Small Business Innovation Research (SBIR) Phase II project is designed to develop and commercialize our electrically controllable, dynamic-focusing liquid crystal microlens/microlens array device for 3D optical media readout and writing. The device will be the worlds first compact, electrically controllable, dynamic focusing liquid crystal (LC) microlens reading/writing device for 3D data storage, and has the potential to revolutionize optical data storage and retrieval. The device will dramatically increase both the reading and writing speed of conventional CD/DVD systems and multi-layer DVDs and will be the enabling component in the next generation of truly 3D data storage technologies. In Phase I, the feasibility of the technology was demonstrated and tested various dynamic liquid crystal lens structures to gain an understanding of the issues of design, fabrication, and optical properties of LC microlenses. Building on this success, Phase II is dedicated to the optimization of the LC microlens structures and the development of a fast-switching dynamic focusing LC microlens with large variable focal length range and numerical aperture. Finally, a microlens array to develop parallel reading/writing devices will be designed and built. A prototype 3D reading device will be demonstrated. In Phase III, Reveo will commercialize the new technology. Optical storage offers higher capacities, removable platters, and more durable media than magnetic disk storage, but it is limited by slow access speeds and higher costs of drives and media. The first product to be developed from the microlens technology will be an electrically-controllable, dynamic-focusing liquid crystal microlens device for integration into the data reading system of current DVD players and other optical storage drivers. The device will maximize retrieval efficiency of current optical storage media so customers can immediately enjoy the benefits of 3D data storage technology