An analog counter circuit for use with a digital pixel includes: an input; an output; a first stage electrically coupled to the input that is charged to an initial charge voltage; a second stage that includes an accumulating charge storage device; and a charge transfer device between the first and second stages that includes a transfer voltage. The charge transfer device allows charge from the first stage to pass to the second stage and be accumulated on the accumulating charge storage device as long as a voltage at a node in the first stage is greater than the transfer voltage.