Nerd check these out as well (The same people make Mesh Paint 3D as Bast suggested although I believ TrU-V is a their hot product available as a stand-alone or plug-in. ) http://www.texturetools.com/products.shtml "TrU-V (patent pending), is the world's FIRST and ONLY analytical texture mapping solution.TrU-V analyzes your object's geometry, and automatically sets mapping coordinates that are perfect wherever you paint. Your brush strokes never change in size or shape, and the paint goes where you expect it to, every time. $299.95 Intel-based processors TrU-Viewer allows TrU-V owners to view texture mapped updates of their objects with any 2D paint software including Adobe Photoshop, MetaCreations' Painter, and Corel's PHOTO-PAINT. Depending on the program, updating the 3D OpenGL window can be as simple as a single keystroke. TrU-Viewer nearly turns any 2D paint program into a 3D paint program. The only real difference is that all of the painting takes place in the 2D views. Award-winning MeshPaint 3D is the worlds first full-featured 3D paint program to support multiple 3D animation applications, including Kinetix 3D Studio MAX and 3D Studio Classic, NewTeks LightWave 3D, Microsofts Softimage and Caligaris trueSpace. $69.95 Intel-based processors" Hope all of this helps and does not further confuse the issue.