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This paper proposes a new density matching method based on background mismatching for tracking of nonrigid moving objects. The new tracking method extends the idea behind the original density-matching tracker, which tracks an object by finding a contour in which the photometric density sampled from the enclosed region most closely matches a model density. This method can be quite sensitive to the initial curve placements and model density. The new method eliminates these sensitivities by adding a second term to the optimization: the mismatch between the model density and the density sampled from the background. By maximizing this term, the tracking algorithm becomes significantly more robust in practice. Furthermore, we show the enhanced ability of the algorithm to deal with target objects, which possess smooth or diffuse boundaries. The tracker is in the form of a partial differential equation, and is implemented using the level-set framework. Experiments on synthesized images and real video sequences show our proposed methods are effective and robust; the results are compared with several existing methods.