We present a new optical design for see-through near-eye displays that is simple, compact, varifocal, and provides a wide field of view with clear peripheral vision and large eyebox. Key to this effort is a novel see-through rear-projection screen. We project an image to the see-through screen using an off-axis path, which is then relayed to the user’s eyes through an on-axis partially-reflective magnifying surface. Converting the off-axis path to a compact on-axis imaging path simplifies the optical design.