In this paper we report on the technical developments of the head worn display (HWD) for DARPA’s SCENICC program. The goal of the SCENICC program is to provide the warfighter with vision capabilities exceeding normal human vision. This is being achieved with an advanced imaging system that is able to capture the surrounding scene with superior visual acuity, contrast sensitivity, and wavelength sensitivity. With this increased visual information density, intelligent image processing provides imagery to the wearer’s eyes via an advanced HWD. The goal of this HWD is to provide digital visual information at the limits of human perception over a field of view near the human peripheral vision limits. This represents a tremendous amount of information requiring novel concepts in order to achieve such ambitious goals. One important concept is the use of imaging optics located directly on the eye, moving with the eye as it changes its gaze angle. A second concept is the use of demagnification optics to convert a large, low spatial resolution image into a smaller, high spatial resolution image. This is done in conjunction with image processing that is constantly modifying the image presented based on real-time pupil tracking. In addition to enabling a high performance optical system, integrating the imaging optical components into contact lenses eliminates much of the bulky imaging optics from the HWD itself creating a high performance wearable display in a standard protective eyewear form factor. The resulting quantum advance in HWD performance will enable HWDs to expand well beyond their current limited roles.