The Ocean Portable Hyperspectral Imager for Low-Light Spectroscopy (Ocean PHILLS) is a hyperspectral imager specifically designed for imaging the coastal ocean. It uses a thinned, backside-illuminated CCD for high sensitivity and an all-reflective spectrograph with a convex grating in an Offner configuration to produce a nearly distortion-free image. The sensor, which was constructed entirely from commercially available components, has been successfully deployed during several oceanographic experiments in 1999–2001. Here we describe the instrument design and present the results of laboratory characterization and calibration. We also present examples of remote-sensing reflectance data obtained from the LEO-15 site in New Jersey that agrees well with ground-truth measurements.