Abstract: An important and unsolved problem in computer vision is to ensure that the algorithms are robust to changes in image domains. We address this problem in the scenario where we have access to images from the target domains but no annotations. Motivated by the challenges of the OOD-CV benchmark where we encounter real world Out-of-Domain (OOD) nuisances and occlusion, we introduce a novel Bayesian approach to OOD robustness for object classification. Our work extends Compositional Neural Networks (CompNets), which have been shown to be robust to occlusion but degrade badly when tested on OOD data. We exploit the fact that CompNets contain a generative head defined over feature vectors represented by von Mises-Fisher (vMF) kernels, which correspond roughly to object parts, and can be learned without supervision. We obverse that some vMF kernels are similar between different domains, while others are not. This enables us to learn a transitional dictionary of vMF kernels that are intermediate between the source and target domains and train the generative model on this dictionary using the annotations on the source domain, followed by iterative refinement. This approach, termed Unsupervised Generative Transition (UGT), performs very well in OOD scenarios even when occlusion is present. UGT is evaluated on different OOD benchmarks including the OOD-CV dataset, several popular datasets (e.g., ImageNet-C, artificial image corruptions (including adding occluders), and synthetic-to-real domain transfer, and does well in all scenarios outperforming SOTA alternatives (e.g. up to $10$% top-1 accuracy improvements on the Occluded OOD-CV benchmark).