This document presents a new authentication system called PassMatrix that aims to resist shoulder surfing attacks. PassMatrix uses multiple images where the password is defined as click points on each image. For each login session, the user must scroll horizontal and vertical bars to select the password image, guided by a randomly generated hint. If an incorrect image is selected, a wrong image is displayed as a warning. The system was implemented on Android and evaluated based on accuracy and usability compared to existing techniques. Results found over 75% accuracy and average login times of under 2 seconds, showing PassMatrix can effectively resist shoulder surfing while maintaining usability.