An external pupil lens system (200) with an entrance pupil distance at least three times that of the effective focal length. The lens system is comprised of several conventional lenses and a diffractive optical element (DOE) for secondary chromatic aberration correction. In the illustrative embodiment, the system includes an entrance pupil (50), followed by a lens group (52) containing two refractive elements for primary color correction. Next along the optical axis is lens group (54), which contains two refractive elements for astigmatism and higher order coma correction, followed by lens group (60), which contains one refractive element (62) and one DOE (64) for secondary color correction.