This paper presents a 3D reality modelling system, applying lasers and digital photography to create super-accurate photo-realistic three-dimensional worlds. The system uses a scanning laser to capture the 3D structure and a video or digital camera to add textures and colours. The subject is scanned from a number of positions, which allows the finished image to be viewed realistically from any angle. Any new position is linked to the previous by processing the acquired spatial data (un-registered sequence of range scans and 2D un-calibrated photographs). Previously recorded points determine the next capture positions. Embedded software performs several automatic functions, including triangulation of the range data, range to video registration, registration and integration of data acquired from different capture points, and planning the next optimal capture position in an initially unknown large scale scene (indoor or outdoor. A key feature of the 3D reality system is its flexibility. It can be used with all common long range scanners and digital or video cameras, without the need of any pre-calibration or static arrangement between the different sensors. The system can be used for a wide range of applications in industry and science, as well as for environmental modelling and virtual reality presentations. The 3D models are sufficiently lifelike to be used in sectors such as real estate, culture heritage and construction. Results can be exported to all major 3D software and CAD packages or viewed via a web browser.