This paper presents registration via embedded maps (REM), a deformable registration algorithm for images with varying topology. The algorithm represents 3-D images as 4-D manifolds in a Riemannian space (referred to as embedded maps). Registration is performed as a surface evolution matching one embedded map to another using a diffusion process. The approach differs from those existing in that it takes an a priori estimation of image regions where topological changes are present, for example lesions, and generates a dense vector field representing both the shape and intensity changes necessary to match the images. The algorithm outputs both a diffeomorphic deformation field and an intensity displacement which corrects the intensity difference caused by topological changes. Multiple sets of experiments are conducted on magnetic resonance imaging (MRI) with lesions from OASIS and ADNI datasets. These images are registered to either a brain template or images of healthy individuals. An exemplar case registering a template to an MRI with tumor is also given. The resulting deformation fields were compared with those obtained using diffeomorphic demons, where topological changes are not modeled. These sets of experiments demonstrate the efficacy of our proposed REM method for registration of brain MRI with severe topological differences.