This document proposes a real-time system for designing and modeling using only a webcam. The system uses probability masks and optical flow to track hand movements in real-time and use them to draw on video chat. It outlines an approach using skin color probability masks, optical flow probability masks, and Lucas-Kanade optical flow to track regions of interest frame-by-frame. Future work includes improving performance, converting 2D drawings to 3D models in real-time, augmenting the 3D model onto the video in real-time, and sharing the model over video chat.