Abstract: With a rapid growth in 3D graphics technology over the last few years, people are desired to see more flexible reacting motions of a biped in animations. In particular, it is impossible to anticipate all reacting motions of a biped while facing a perturbation. In this paper, we propose a three-level tracking method for animating a 3D humanoid character. First, we take the laws of physics into account to attach physical attributes, such as mass, gravity, friction, collision, contact, and torque, to bones and joints of a character. The next step is to employ PD controller to follow a reference motion as closely as possible. Once the character cannot tolerate a strong perturbation to prevent itself from falling down, we are capable of tracking a desirable falling-down action to avoid any falling condition inaccuracy. From the experimental results, we demonstrate the effectiveness and flexibility of the proposed method in comparison with conventional data-driven approaches.