An image retrieval system and method that combines histogram-based features with Wavelet Frame decomposition features, as well as two-pass progressive retrieval process. The proposed invention is robust against illumination changes as well as geometric distortions. During the first round of retrieval, moment features of image histograms in the Karhunen-Loeve color space are derived and used to filter out most of the dissimilar images. During the second round of retrieval, multi-resolution WF decomposition is recursively applied to the remaining images. A set of coefficients of low-pass filtered subimages at the coarsest level, after being mean-subtracted and normalized, are utilized as features containing spatial-color information. Modulus and direction coefficients are calculated from the high-pass filtered X-Y directional subimages at each level, and central moments are derived from the direction histogram of the most significant direction coefficients to obtain TRSI direction / edge / shape features. Since the proposed invention is fast and robustness against illumination and geometric distortions, the invention is quite appealing for real-time image / video database indexing and retrieval applications.