Spatial Frequency Modulated Imaging (SPIFI) with single element detection has previously been demonstrated with a time varying amplitude spatial frequency. This has been shown in a variety of modalities (linear, TPEF, SHG) and also with variations on the base design to provide additional dimensions of information. SPIFI is also capable of providing enhanced resolution images. However, the signal-to-noise is a limiting factor in the quality of the resolution enhancement. We present a microscope design which uses a nematic spatial light modulator to provide a time varying amplitude from an amplitude or phase grating. Twophoton excitation fluorescence images of 10-µm fluorescent polystyrene beads are presented using a phase grating. Additionally, the microscope can provide spatial gratings in polarization which provide an alternative means of imaging in third harmonic generation (THG). THG images are provided using an amplitude and polarization-grating modulation pattern.