Abstract: A method and apparatus for generating 3-D images utilizes an MPEG decoder to decode/decompress animated texture maps into a half-frame buffer. The MPEG decoder may act as a PCI bus master to assert control of the host system bus to the exclusion of all other system devices to transfer animated texture maps into an off-screen portion of video memory. A graphics subsystem generates a 3-D image from 3-D image data stored in display memory portion of video memory and superimposes the 3-D image with texture map data from the off-screen portion of video memory. Texture map data may be continually updated by MPEG decoder 360 on a periodic basis without interfering with the operation of the graphics subsystem. The resultant 3-D image with animated texture maps may provide a more realistic display, particularly for animated objects, such as a human face.