A new instrument for measuring the full radiance distribution in the ocean interior is introduced. The system is based on CMOS technology to achieve intra-scene dynamic range of 6 decades and system dynamic range of more than 9 decades. The spatial resolution is nominally 0.5 degrees with a temporal frame rate between 1 and 15 frames per second. The general instrumentation, detailed calibration, and a characterization of the system are described. Validity of the camera systems is demonstrated by comparison of the radiance measurements with other classical oceanographic radiometers.