A photon-counting retinal densitometer is described that has been designed optically and electronically for improved sensitivity and reliability. The device allows measurement of visual pigments through the undilated natural pupils of subjects at relatively low levels of measuring lights, and serves also as an adaptometer for direct comparisons between pigment bleaching or regeneration and light or dark adaptation. Instrumental control and data collection are by computer to permit rapid and simple data analysis and comparisons between subjects. The methods by which the sensitivity and reliability have been enhanced are described in detail, and some examples of experimental results are presented.