The authors consider expansions which give arbitrary orthonormal tilings of the time-frequency plane. These differ from the short-time Fourier transform, wavelet transform, and wavelet packets tilings in that they change over time. They show how this can be achieved using time-varying orthogonal tree structures, which preserve orthogonality, even across transitions. The method is based on the construction of boundary and transition filters; these allow us to construct essentially arbitrary tilings. Time-varying modulated lapped transforms are a special case, where both boundary and overlapping solutions are possible with filters obtained by modulation. They present a double-tree algorithm which for a given signal decides on the best binary segmentation in both time and frequency. That is, it is a joint optimization of time and frequency splitting. The algorithm is optimal for additive cost functions (e.g., rate-distortion), and results in time-varying best bases, the main application of which is for compression of nonstationary signals. Experiments on test signals are presented