SPAE: Spectrally Guided Autoencoder for Pretrained Visual Latents

Video generative models commonly rely on latent spaces learned by 3D Variational Autoencoders (3D-VAEs). However, conventional 3D-VAEs are mainly optimized for pixel-level reconstruction, which can limit the semantic and spatio-temporal structure captured by their latents. Meanwhile, Video Foundation Models (VFMs) such as V-JEPA 2 and VideoMAEv2 show strong video understanding capabilities, yet whether their frozen representations can be transformed into compact, reconstruction-capable, and generation-friendly video latents remains largely unexplored. We answer this question with VideoRAE, a representation autoencoder that leverages multi-scale hierarchical features from a frozen video foundation encoder and compresses them with a lightweight 1D self-attention projector. VideoRAE supports both continuous latents for Diffusion Transformers and discrete tokens for autoregressive models via multi-codebook high-dimensional quantization. During decoding, a local-and-global representation alignment objective with the frozen VFM teacher improves semantic preservation and enables training without KL regularization. Experiments show that VideoRAE achieves strong reconstruction in both continuous and discrete regimes. On UCF-101, it obtains state-of-the-art class-to-video gFVDs of 40 and 93 with AR and DiT generators, respectively, while converging approximately 5x faster than competing autoencoder baselines. In a controlled 2B-scale text-to-video study, replacing LTX-VAE with VideoRAE leads to faster convergence under comparable settings. These results validate frozen VFM representations as versatile and generation-friendly video latents. The model and code will be released on https://zhxie0117.github.io/VideoRAE.

Latent video generation relies on autoencoders to define a compact space in which generative models operate. Although video autoencoder architectures have evolved substantially, their latent spaces are still optimized primarily for pixel-level reconstruction and provide limited high-level semantic organization. A reconstruction-optimal latent space, however, need not be well suited to generative modeling. We propose V-RAE, a video representation autoencoder that builds compact generative latents on top of frozen vision foundation model representations. A lightweight temporal pooling module removes temporal redundancy while preserving semantic structure, and a video decoder reconstructs continuous motion from the compressed features. We evaluate V-RAE with four representative frozen encoders on video reconstruction, semantic probing, and class-conditional generation. V-RAE achieves 2.13 rFVD on K600, outperforming all evaluated large-scale pretrained video VAEs. Its latents retain substantially more semantic information than conventional video tokenizer latents. Under matched generation settings, our best variant achieves gFVD scores of 117.86 and 19.16 on UCF101 and K600, respectively, while converging up to 6x faster}. We further show that reconstruction quality alone is insufficient to characterize generative utility and introduce tFVD, a temporal-coherence diagnostic that correlates more reliably with downstream generation quality. Beyond video generation, V-RAE also improves future video prediction on Cityscapes over the Wan 2.2 VAE latent space under matched prediction settings. Taken together, the experiments show that frozen semantic representations can support video reconstruction, generation, and predictive modeling. The project page: https://v-rae.github.io/.

Built on pretrained vision foundation models (VFMs), representation autoencoders (RAEs) have recently emerged as a promising approach for constructing semantically rich latent spaces for image generation. However, their reconstruction quality often remains suboptimal, largely because deep VFM representations do not preserve sufficient fine-grained visual detail. This limitation becomes even more severe after discretization, where missing low-level information is difficult to recover. In fact, we observe that shallow VFM features retain considerably richer local appearance and structural detail, which complements the high-level semantics carried by deep features used in existing RAEs. Motivated by this complementary property, we propose Ideal, an In-depth Alignment framework for discrete representation autoencoding. By jointly aligning quantized tokens with both shallow and deep VFM features, Ideal enables the resulting discrete visual tokens to preserve both visual fidelity and rich semantics. Extensive experiments demonstrate that Ideal yields superior reconstruction performance, achieving 0.61 rFID on ImageNet and outperforming the previous best method by 0.28. When used for autoregressive image generation, Ideal further produces a gFID of 1.89, establishing a new state of the art for autoregressive image generation.