Abstract: A method and apparatus for optimizing register allocation during scheduling and execution of program code in a hardware environment. The program code can be compiled to optimize execution given predetermined hardware constraints. The hardware constraints can include the number of register read and write operations that can be performed in a given processor pass. The optimizer can initially schedule the program using virtual registers and a goal of minimizing the amount of active registers at any time. The optimizer reschedules the program to assign the virtual registers to actual physical registers in a manner that minimizes the number of processor passes used to execute the program.