A picture processing apparatus is disclosed which includes: a memory; and a decoding circuit configured to decode encoded picture data; wherein the memory holds first and second fields of the decoded picture in different areas while holding field planes of a plurality of reference planes in different areas; the decoding circuit includes a motion compensation circuit configured to effect motion-compensating prediction by dividing into a plurality of divisions each of macro blocks making up the picture data in order to perform motion compensation in accordance with the motion-compensating prediction; and, upon transferring the decoded picture held in the memory during a motion compensation process, the compensation circuit rearranges transfer requests to at least either the same reference plane or the same field plane within a divided macro block on the basis of macro block division information and reference picture information, before transferring the rearranged transfer requests consecutively to the memory.