A readout circuit involving a time-based pixel-level ADC is studied for two-dimensional long wavelength infrared focal plane arrays (2-D LWIR FPAs). The integration time of each pixel can be optimised individually and automatically. Using a time-based pixel-level ADC with two-step background suppression, the signal-to-noise ratio and dynamic range can be improved to 88.8 and 95.1 dB, respectively.