A description is given of the design, fabrication, and preliminary performance evaluation of a 128-element linear array modulator based on multiple quantum-well (MQW) structures for use in a programmable incoherent matrix optical processor (PRIMO). This device, which is based on one-dimensional spatial light modulators in a series arrangement, allows a large variety of matrix operations as well as one-dimensional correlations and convolutions to be performed. Used with the PLZT modulator, the device is capable of achieving up to ≅1010 operations per second (OPS) with a 500-element linear array. The replacement of the PLZT modulator with the MQW electroabsorption modulator allows throughputs up to 1013 OPS to be attained. Furthermore, the use of electroabsorption eliminates the need for polarizers, resulting in significant simplification of the structure.