Feedback control of overlay errors to the scanner is a well-established technique in semiconductor manufacturing . Typically, overlay errors are measured, and then modeled by least-squares fitting to an overlay model. Overlay models are typically Cartesian polynomial functions of position within the wafer (Xw, Yw), and of position within the field (Xf, Yf). The coefficients from the data fit can then be fed back to the scanner to reduce overlay errors in future wafer exposures, usually via a historically weighted moving average. In this study, rather than using the standard Cartesian formulation, we examine overlay models using Zernike polynomials to represent the wafer-level terms, and Legendre polynomials to represent the field-level terms. Zernike and Legendre polynomials can be selected to have the same fitting capability as standard polynomials (e.g., second order in X and Y, or third order in X and Y). However, Zernike polynomials have the additional property of being orthogonal over the unit disk, which makes them appropriate for the wafer-level model, and Legendre polynomials are orthogonal over the unit square, which makes them appropriate for the field-level model. We show several benefits of Zernike/Legendre-based models in this investigation in an Advanced Process Control (APC) simulation using highly-sampled fab data. First, the orthogonality property leads to less interaction between the terms, which makes the lot-to-lot variation in the fitted coefficients smaller than when standard polynomials are used. Second, the fitting process itself is less coupled – fitting to a lower-order model, and then fitting the residuals to a higher order model gives very similar results as fitting all of the terms at once. This property makes fitting techniques such as dual pass or cascading  unnecessary, and greatly simplifies the options available for the model recipe. The Zernike/Legendre basis gives overlay performance (mean plus 3 sigma of the residuals) that is the same as standard Cartesian polynomials, but with stability similar to the dual-pass recipe. Finally, we show that these properties are intimately tied to the sample plan on the wafer, and that the model type and sampling must be considered at the same time to demonstrate the benefits of an orthogonal set of functions.