To take full advantage of fast resonant scanning in super-resolution STimulated Emission Depletion (STED) microscopy, we have developed an ultrafast photon counting system based on a multi-giga-sample per second analog-to-digital conversion (ADC) chip that delivers an unprecedented 450 MHz pixel clock (2.2 ns pixel dwell time in each scan). The system achieves a large field of view (~50 × 50 μm) with fast scanning that reduces photobleaching, and advances the time-gated continuous wave (CW) STED technology to the usage of resonant scanning with hardware based time-gating. The assembled system provides superb signal-to-noise ratio and highly linear quantification of light that result in superior image quality. Also, the system design allows great flexibility in processing photon signals to further improve the dynamic range. In conclusion, we have constructed a frontier photon counting image acquisition system with ultrafast readout rate, excellent counting linearity, and with the capacity of realizing resonant-scanning CW-STED microscopy with on-line time-gated detection.