Abstract: In this paper we present an augmented reality system for automatic try-on of 3D virtual eyeglasses. The user can select from various virtual models of eyeglasses for trying-on and the system will automatically fit the selected virtual glasses on the user's face. The user can see his/her face as in a mirror with the 3D virtual glasses fitted on it. We also propose a method for handling the occlusion problem, to display only those parts of the glasses that are not occluded by the face. This system can be used for online shopping, or short listing a large set of available models to a few before physical try-on at a retailer's site.