A method and apparatus are described for performing video encoding mode decisions in a video transcoding system. A down-scaled frame may be received that includes at least one macroblock. The down-scaled frame may be associated with a full-scale frame having a plurality of macroblocks that have been downsampled. A weighting factor and a distance measure factor may be determined for each of the macroblocks in the full-scale frame. Predicted blocks may be generated based on the weighting and distance measure factors.