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In this paper, we revisit the problem of computational modeling of simple and complex cells for an over-parameterized and direct-fit model of visual perception. Unlike conventional wisdom, we highlight the difference in parallel and sequential binding mechanisms between simple and complex cells. A new proposal for abstracting them into space partitioning and composition is developed as the foundation of our new hierarchical construction. Our construction can be interpreted as a product topology-based generalization of the existing k-d tree, making it suitable for brute-force direct-fit in a high-dimensional space. The constructed model has been applied to several classical experiments in neuroscience and psychology. We provide an anti-sparse coding interpretation of the constructed vision model and show how it leads to a dynamic programming (DP)-like approximate nearest-neighbor search based on $\ell_{\infty}$-optimization. We also briefly discuss two possible implementations based on asymmetrical (decoder matters more) auto-encoder and spiking neural networks (SNN), respectively.