Abstract: We present a method of generating mipmaps that takes into account the distortions due to the parameterization of a surface. Existing algorithms for generating mipmaps assume that the texture is isometrically mapped to the surface and ignore the actual surface parameterization. Our method correctly downsamples warped textures by assigning texels weights proportional to their area on a surface. We also provide a least-squares approach to filtering over these warped domains that takes into account the postfilter used by the GPU. Our method improves texture filtering for most models but only modifies mipmap generation, requires no modification of art assets or rasterization algorithms, and does not affect run-time performance.