A head-mounted display including a transparent display, a main liquid crystal lens and a first liquid crystal lens is provided. The transparent display is configured to emit an image light beam. The main liquid crystal lens is disposed near the transparent display. The transparent display is disposed between the main liquid crystal lens and the first liquid crystal lens. The first liquid crystal lens is configured to receive an ambient light beam. The head-mounted display allows at least a part of the image light beam emitted from the transparent display passing through a pupil by phase modulating of at least a part of the main liquid crystal lens.