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To achieve the highest coding efficiency, H.264/AVC uses rate-distortion optimization technique. This means that the encoder has to code the video by exhaustively trying all the mode combinations including the different intra- and inter-prediction modes. Therefore, the complexity and computation load of video coding in H.264/AVC increase drastically compared to any previous standards. To reduce the complexity of rate-distortion cost computation, we propose a fast bit rate estimation technique to avoid the entropy coding method during intra- and inter-mode decision of H.264/AVC. The estimation method is based on the properties of context-based variable length coding (CAVLC). The proposed rate model predicts the rate of a 4 times 4 quantized residual block using five different tokens of CAVLC. Experimental results demonstrate that the proposed estimation method reduces about 47% of total encoding time on using intra-modes only and saves about 34% of total encoding time on using both inter- and intra-modes with ignorable degradation of coding performance when the fast motion search algorithm is used. When full search motion estimation algorithm is used, the proposed algorithm reduces about 17% of total encoding time.