Almost all existing approaches towards video coding exploit the temporal redundancy by block-matching-based motion estimation and compensation. Regardless of its popularity, block matching still reflects an ad hoc understanding of the relationship between motion and intensity uncertainty models. In this paper, we present a novel backward adaptive approach, named “least-square prediction” (LSP), and demonstrate its potential in video coding. Motivated by the duality between edge contour in images and motion trajectory in video, we propose to derive the best prediction of the current frame from its causal past using least-square method. It is demonstrated that LSP is particularly effective for modeling video material with slow motion and can be extended to handle fast motion by temporal warping and forward adaptation. For typical QCIF test sequences, LSP often achieves smaller MSE than 4 × 4 , full-search, quarter-pel block matching algorithm (BMA) without the need of transmitting any overhead.