Abstract: High-dimensional observations and unknown dynamics are major challenges when applying optimal control to many real-world decision making tasks. The Learning Controllable Embedding (LCE) framework addresses these challenges by embedding the observations into a lower dimensional latent space, estimating the latent dynamics, and then performing control directly in the latent space. To ensure the learned latent dynamics are predictive of next-observations, all existing LCE approaches decode back into the observation space and explicitly perform next-observation prediction---a challenging high-dimensional task that furthermore introduces a large number of nuisance parameters (i.e., the decoder) which are discarded during control. In this paper, we propose a novel information-theoretic LCE approach and show theoretically that explicit next-observation prediction can be replaced with predictive coding. We then use predictive coding to develop a decoder-free LCE model whose latent dynamics are amenable to locally-linear control. Extensive experiments on benchmark tasks show that our model reliably learns a controllable latent space that leads to superior performance when compared with state-of-the-art LCE baselines.