Tensor approximation is necessary to obtain compact multilinear models for multi-dimensional visual datasets. Traditionally, each multi-dimensional data item is represented as a vector. Such a scheme flattens the data and partially destroys the internal structures established throughout the multiple dimensions. In this paper, we retain the original dimensionality of the data items to more effectively exploit existing spatial redundancy and allow more efficient computation. Since the size of visual datasets can easily exceed the memory capacity of a single machine, we also present an out-of-core algorithm for higher-order tensor approximation. The basic idea is to partition a tensor into smaller blocks and perform tensor-related operations b...