This paper presents an adaptive discriminative generativemodel that generalizes the conventional Fisher Linear Discriminant algorithm and renders a proper probabilistic interpretation. Within the context of object tracking, we aim to find a discriminative generative model that best separates the target from the background. We present a computationally efficient algorithm to constantly update this discriminativemodel as time progresses. While most tracking algorithms operate on the premise that the object appearance or ambient lighting condition does not significantly change as time progresses, our method adapts a discriminative generative model to reflect appearance variation of the target and background, thereby facilitating the tracking task in ever-changing environments. Numerous experiments show that our method is able to learn a discriminative generative model for tracking target objects undergoing large pose and lighting changes.