The new instrument described here is for chemical characterization of surfaces by combining the analytical power of Raman spectroscopy with the three dimensional topographic information provided by conoscopic holography. A conoscopic holography system employs a laser scanner with holographic detection to construct a three-dimensional relief of surfaces. Using a unique design, the profiling laser will simultaneously be used as a Raman excitation source. The scattered light will be characterized by a Raman spectrometer producing a hyper-spectral image revealing the chemical/biological composition of the scanned sample. This approach is new and has advantages over competing optical techniques. These advantages include non-contact detection, minimal or no sample preparation, vertical sensitivity, and mechanical simplicity. This work grew from the experience with combining Raman and Infrared spectroscopy with Atomic Force Microscopy (AFM, 1-2). Whereas Raman-AFM is suited to imaging from nanometer to micron scales, the Conoscopic-Raman microscope will be a distinct, complementary instrument that readily provides chemical analysis surfaces from the micron to the meter scale.