The impact of digital integrated circuits on our modern society has been pervasive. They are the enabling technology of the current computer and information-technology revolution. This is largely true because of the immense amount of signal and computer processing that can be realized in a single integrated circuit; modern IC’s may contain millions of logic gates. This textbook is intended to take a reader having only a minimal background and knowledge in electronics to the point where they can design state-of-the-art digital integrated circuits. Designing high-performance digital integrated circuits requires expertise in many different areas. These include semiconductor physics, integrated circuit processing, transistor-level design, logic-level design, system-level design, testing, etc. Aspects of these topics are covered throughout this text, although the emphasis is on the transistor-level design of digital integrated circuits and systems. This is in contrast to the perspective in many other texts, which takes a system-level or VLSI approach where transistor-level details are minimized. It is the author’s belief that before system-level considerations can be properly evaluated, an in-depth transistor-level understanding must first be obtained. Important system-level considerations such as timing, pipe-lining, clock distribution, and system building blocks are covered in detail, but the emphasis is on transistors first. Throughout the book, physical and intuitive explanations are given, and although mathematical quantitative analysis of many circuits has necessarily been presented, Martin has attempted not to “miss seeing the forest because of the trees”. This book presents the critical underlying concepts without becoming entangled in tedious and over-complicated circuit analyses. It is intended for senior/graduate-level students in electrical and computer engineering. This course assumes the Sedra/Smith Microelectronic Circuits course as a prerequisite.