This paper presents a novel approach for facial motion tracking and facial expression cloning to create a realistic facial animation of a 3D avatar. The exact head pose estimation and facial expression tracking are critical issues that must be solved when developing vision-based computer animation. In this paper, we deal with these two problems. The proposed approach consists of two phases: dynamic head pose estimation and facial expression cloning. The dynamic head pose estimation can robustly estimate a 3D head pose from input video images. Given an initial reference template of a face image and the corresponding 3D head pose, the full head motion is recovered by projecting a cylindrical head model onto the face image. It is possible to recover the head pose regardless of light variations and self-occlusion by updating the template dynamically. In the phase of synthesizing the facial expression, the variations of the major facial feature points of the face images are tracked by using optical flow and the variations are retargeted to the 3D face model. At the same time, we exploit the RBF (Radial Basis Function) to deform the local area of the face model around the major feature points. Consequently, facial expression synthesis is done by directly tracking the variations of the major feature points and indirectly estimating the variations of the regional feature points. From the experiments, we can prove that the proposed vision-based facial expression cloning method automatically estimates the 3D head pose and produces realistic 3D facial expressions in real time.