A first people counter systems based on image processing counting technology are introduce. This technology emitted zero radiation which is harmless to health compare to those with microwave sensor technology, harmful to human if expose in long period of time especially for staff nearby. Furthermore, the device is needed to generate and receive this way is highly expensive. Due to the motivation from above mention,problems and with the rapid advances in the field of image-processing these days, coupled with research into the requirements of economic type people counter, has lead us to developed real-time people counting system that that fulfill the needs and expectations of most demanding store, companies and organizations.