We propose a probabilistic similarity measure for direct image matching based on a Bayesian analysis of image deformations. We model two classes of variation in object appearance: intra-object and extra-object. The probability density functions for each class are then estimated from training data and used to compute a similarity measure based on the a posteriori probabilities. Furthermore, we use a novel representation for characterizing image differences using a deformable technique for obtaining pixel-wise correspondences. This representation, which is based on a deformable 3D mesh in XYI-space, is then experimentally compared with two simpler representations: intensity differences and optical flow. The performance advantage of our deformable matching technique is demonstrated using a typically hard test set drawn from the US Army's FERET face database.