System and method for utilizing two prisms spatially separated is provided. The two prisms spatially separated allows the two prisms typically found in a TIR optical relay system to be spatially separated. In an embodiment, one or more optical relay lenses are interposed between the two prisms. The prism positioned on the object side may be integrated into one or more of the optical relay lenses, thereby further simplifying the optical relay design. In another embodiment, the one or more optical relay lenses may have an optical axis that is offset from the optical axis of incoming light to cause a pupil shift. An aspherical lens may be included to correct for the pupil shift and create a more uniform illumination image.