Abstract: To the problem that off-axis three-mirror optical system has narrow field and complicating initial structure solving process, a method by using optical transfer matrix to solve initial structure was proposed, the focus length and rear cut-off distance of three-mirror system was deduced, then an initial structure parameter of three-mirror system with aperture stop on secondary mirror was given. High order aspheric surface was used to increase system design variance, and making off-axial optimization design to coaxial system based on optical design software ZEMAX, finally got an off-axis three-mirror optical system with wide rectangle field of view 172, focus length of 1 440 mm, F number of 4.8. The system has three high order aspheric optical elements, it can satisfy the requirement of high resolution and large field, the MTF is more than 0.6 at 50 lp/mm, approaches to the diffraction limitation. The designed result shows that the system can be used in space of imaging system with Timed Delay and Integrated Charge-couple Device(TDI-CCD), can expand the ground coverage of system obviously, and achieves high information retrieval efficiency.