Methods and apparatus for rate control in a dual pass encoding scheme are provided. A first pass encoder encodes alternate slices of anchor frames as I-slices and P-slices respectively in order to generate statistics for both I and P frame encoding for the same anchor frame. An initial complexity estimate for encoding a current frame is determined by the first pass encoder based on statistics from first pass encoding of the current frame and from first pass encoding of a prior encoded frame. A second pass encoder estimates an encoding complexity for the current frame based on the initial complexity and statistics from second pass encoding of the prior encoded frame. The second pass encoder then determines a bit budget for second pass encoding of the current frame based on the encoding complexity.