Provided is a camera system to obtain high resolution imagery on multiple regions of interest even when the regions of interest are ate different focal depths and in different viewing directions. Embodiments include a high speed camera that operates by reflecting a beam of interest corresponding to a scene of interest into a high-speed passive sensor from a dynamic optical modulator. Embodiments described herein provide a foveating camera design that distributes resolution onto regions of interest by imaging reflections off a scanning micro-electromechanical system (MEMS) mirror. MEMS mirrors are used herein to modulate viewing direction. Embodiments include a camera capturing reflections off of a tiny, fast moving mirror.