In the last decade, the application of image-based evaluation of particle shape, angularity and texture has been widely researched to characterize aggregate morphology. These efforts have been driven by the knowledge that the morphologic characteristics affect the properties and ultimate performance of aggregate mixtures in hot-mixed asphalt, hydraulic cement concrete and bound and unbound pavement layers, yet the lack of rapid, objective, and quantitative methods for assessment have inhibited their application in the engineering process. Developed systems for computer-based imaging and image analysis can cost up to $30-40,000 and are usually not portable to the field. However, recent advances in technology have produced pocket computers having as much processing power as was available in some desktop computers. This project takes advantage of these advances to develop an inexpensive portable image analysis system for characterizing aggregate morphology. The system was developed with an integral pocket computer-high resolution camera but can also use individual components consisting of a digital camera and lap- or desk-top computer. Digital images of aggregate particles are captured with the camera. These images are analyzed within the Matlab software program environment with a macro developed and written for this project that uses Fast Fourier Transform to characterize the particle morphology with respect to three parameters: shape, angularity and texture, based on the particle perimeter (outline or edge). By analyzing a number of particles from a source, it can be characterized with respect to these three parameters.