We describe a new method for motion estimation and 3D reconstruction from stereo image sequences obtained by a stereo rig moving through a rigid world. We show that given two stereo pairs one can compute the motion of the stereo rig directly from the image derivatives (spatial and temporal). Correspondences are not required. One can then use the images from both pairs combined to compute a dense depth map. The motion estimates between stereo pairs enable us to combine depth maps from all the pairs in the sequence to form an extended scene reconstruction and we show results from a real image sequence. The motion computation is a linear least squares computation using all the pixels in the image. Areas with little or no contrast are implicitly weighted less so one does not have to explicitly apply a confidence measure.