A column buffer for use with a pixel cell array includes an amplifier coupled to three read-out circuits in parallel providing a signal corresponding to accumulated photon-generated charge in a pixel cell plus noise, a reset level plus noise, and a pedestal level, respectively. These three signals are used to generate an ultra-low noise signal Di = Si - Pi-1 - G*(Ri - Ri-1), wherein S is the sampled signal, P is the pedestal level, R is the reset level, and G is a gain associated with a pixel cell, and wherein i is a frame number greater than 0. The three signals can be read-out simultaneously. In another embodiment, the three signals are obtained from a column buffer having only one output. In this case, the signals are read-out sequentially.