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The rate-constrained (R-D) motion estimation techniques have been presented to improve the conventional block-matching algorithm by using a joint rate and distortion criterion. This paper presents two motion estimation algorithms using Kalman filter to further enhance the performance of the conventional R-D motion estimation at a relative low computational cost. The Kalman filter exploits the correlation of block motion to achieve higher precision of motion estimation and compensation. In the first algorithm, the Kalman filter is utilized as a postprocessing to raise the motion compensation accuracy of the conventional R-D motion estimation. In the second algorithm, the Kalman filter is embedded into the optimization process of R-D motion estimation by defining a new R-D criterion. It further improves the rate-distortion performance significantly.