Abstract-Leveraging techniques pioneered by the SLAM community, we present a new filtering approach called simultaneous compliance and registration estimation or CARE. CARE is like SLAM in that it simultaneously determines the pose of a surgical robot while creating a map, but in this case, the map is a compliance map associated with a preoperative model of an organ as opposed to just positional information like landmark locations. The problem assumes that the robot is forcefully contacting and deforming the environment. This palpation has a dual purpose: 1) it provides the necessary geometric information to align or register the robot to a priori models, and 2) with palpation at varying forces, the stiffness/compliance of the environment can be computed. By allowing the robot to palpate its environment with varying forces, we create a force balanced spring model within a Kalman filter framework to estimate both tissue and robot position. The probabilistic framework allows for information fusion and computational efficiency. The algorithm is experimentally evaluated using a continuum robot interacting with two benchtop flexible structures.