A 180-GHz interferometric imager uses compact receiver modules, combined high- and low-gain antennas, and ASIC (application specific integrated circuit) correlator technology, enabling continuous, all-weather observations of water vapor with 25-km resolution and 0.3-K noise in 15 minutes of observation for numerical weather forecasting and tropical storm prediction. The GeoSTAR-II prototype instrument is broken down into four major subsystems: the compact, low-noise receivers; sub-array modules; IF signal distribution; and the digitizer/correlator. Instead of the single row of antennas adopted in GeoSTAR, this version has four rows of antennas on a coarser grid. This dramatically improves the sensitivity in the desired field of view. The GeoSTAR-II instrument is a 48-element, synthetic, thinned aperture radiometer operating at 165-183 GHz. The instrument has compact receivers integrated into tiles of 16 elements in a 4x4 arrangement. These tiles become the building block of larger arrays. The tiles contain signal distribution for bias controls, IF signal, and local oscillator signals. The IF signals are digitized and correlated using an ASIC correlator to minimize power consumption. Previous synthetic aperture imagers have used comparatively large multichip modules, whereas this approach uses chip-scale modules mounted on circuit boards, which are in turn mounted on the distribution manifolds. This minimizes the number of connectors and reduces system mass. The use of ASIC technology in the digitizers and correlators leads to a power reduction close to an order of magnitude.