Advanced inter-prediction modes are introduced recently in literature to improve video coding performances of both H.264 and High Efficiency Video Coding standards. Decoder-side motion analysis and motion vector derivation are proposed to reduce coding costs of motion information. Here, we introduce enhanced skip and direct modes for H.264 coding using decoder-side super-resolution (SR) and frame interpolation. P- and B-frames are downsampled and H.264 encoded at lower resolution (LR). Then reconstructed LR frames are super-resolved using decoder-side motion estimation. Alternatively for B-frames, bidirectional true motion estimation is performed to synthesize a B-frame from its reference frames. For P-frames, bicubic interpolation of the LR frame is used as an alternative to SR reconstruction. A rate-distortion optimal mode selection algorithm is developed to decide for each MB which of the two reconstructions to use as skip/direct mode prediction. Simulations indicate an average of 1.04 dB peak signal-to-noise ratio (PSNR) improvement or 23.0% bitrate reduction at low bitrates when compared with H.264 standard. The PSNR gains reach as high as 3.00 dB for inter-predicted frames and 3.78 dB when only B-frames are considered. Decoded videos exhibit significantly better visual quality as well.