In this paper, a LSI design for video encoder and decoder for H.263+ video compression is presented. LSI operates under clock frequency of 27 MHz to compress QCIF (176144 pixels) at the frame rate of 30 frame per second. The core size is 4.6 4.6 mm2 in a 0.35 µm process. The architecture is based on bus connected heterogeneous dedicated modules, named as System-MSPA architecture. It employs the fast and small-chip-area dedicated modules in lower level and controls them by employing the slow and flexible programmable device and an external DRAM. Design results in success to achieve real time encoder in quite compact size without losing flexibility and expand ability. Real time emulation and easy test capability with external PC is also implemented.