A method models a non-rigid three-dimensional object directly from a sequence of images. A shape of the object is represented as a matrix of 3D points, and a basis of possible deformations of the object is represented as a matrix of displacements of the 3D points. The matrices of 3D points and displacements forming a model of the object. Evidence for an optical flow is determined from image intensities in a local region near each 3D point. The evidence is factored into 3D rotation, translation, and deformation coefficients of the model to track the object in the video.