A system and method for imaging tissue cells at a predetermined depth in the retina of an eye include components that provide for compensation of refractive errors. Specifically, the system basically includes three subassemblies that operate in concert with each other. There is a first subassembly for directing a first light beam into the eye to measure anterior optical aberrations. There is also a second subassembly for directing a second light beam through retinal tissue to a predetermined depth where the tissue cells are located. This second light beam is used to measure phase aberrations introduced by the retinal tissue. And, there is a third subassembly for directing a third light beam to the tissue cell to produce an image of the tissue cell. In the third light beam, the anterior optical aberrations and the phase aberrations have been substantially removed to provide a clearer image of the tissue cell.