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In this paper we propose a mesh-based motion compensation technique that uses three-dimensional overlapped warping prediction. This technique defines a mesh warping motion model that includes temporal motion vectors and spatial overlapped motion compensation. The multiframe weighted prediction is obtained by the spatio-temporal overlapped warping of a quadrilateral wiregrid. This framework combines complex motion description with spatial and temporal multihypothesis motion compensation. In addition, by conveying information from multiple frames, it allows some degree of compensation for occlusion in sub-block areas. Experimental tests show that, three-dimensional overlapped mesh warping with multiple reference frames, can achieve a prediction PSNR gain of more than 1.5 dB, or an equivalent 30% reduction in the mean-square error signal, over the conventional single-frame, nonoverlap technique.