We present a real-time performance-driven facial animation system based on 3D shape regression. In this system, the 3D positions of facial landmark points are inferred by a regressor from 2D video frames of an ordinary web camera. From these 3D points, the pose and expressions of the face are recovered by fitting a user-specific blendshape model to them. The main technical contribution of this work is the 3D regression algorithm that learns an accurate, userspecific face alignment model from an easily acquired set of training data, generated from images of the user performing a sequence of predefined facial poses and expressions. Experiments show that our system can accurately recover 3D face shapes even for fast motions, non-frontal faces, and exaggerated expressions. In addition, some capacity to handle partial occlusions and changing lighting conditions is demonstrated.