and I have read that you can't after you convert the UV's, so my old textures just sit. NO...NO....NO....you save the new v3, uvved as a SEPARATE character...like v3uv, or something. then, when you want to use v3 textures, you can, and you use the new one (v3uv) with your old v2 textures. Simderella has a thread with lots of pictures, that explains how to do this. you also can get simd's tute in pdf format as well. it demystifies all of it.