An optical inspection apparatus, including: an optical metrology tool configured to measure structures, the optical metrology tool including: an electromagnetic (EM) radiation source configured to direct a beam of EM radiation along an EM radiation path; and an adaptive optical system disposed in a portion of the EM radiation path and configured to adjust a shape of a wave front of the beam of EM radiation, the adaptive optical system including: a first aspherical optical element; a second aspherical optical element adjacent the first aspherical optical element; and an actuator configured to cause relative movement between the first optical element and the second optical element in a direction different from a beam axis of the portion of the EM radiation path.