A design of low-power 32-channel neural recording system with on-chip high-resolution A/D converters is presented. A neural front-end including low-noise fully differential pre-amplifier, gain stage, and buffer consumes only 56 mu W. Two 13-bits extended counting A/D converters running at 512KHz sampling rate are integrated with 32 neural front-ends on a chip. The experimental prototype was designed in 0.6 microm CMOS process. With a 3.3V power supply, total power consumption of a chip is 22mW and the whole system occupies an area of 3mm x 3mm.