BOOMER, All I know about 3ds is that there is a header followed by what are called "chunks" - if a chunk isn't recognised by the program that is interpreting the chunks it is ignored. A chunk could be anything from a shape to a texture to an orientation - if you are familiar with the 2d tiff file format you know how chunks work. In later versions of 3ds more and more different types of chunks are used. It may not be possable to convert say a version 4 3ds file to a version 3 file as the unrecognisable chunks in the version four file might make a correct interpretation impossable. In my view it is much better to convert to obj format as you have done as it is more easily recognisable by most programs. Bearing in mind that it might not be possable, I had a thought that the FREE Descreet program GMAX with the right script might be the best bet to convert 3ds versions but someone would have to know enough about writing scripts and know the 3ds format specification well enough to write it. Someone already has written a script to export from GMAX in obj format. (bushi turned me on to that trick in a post last year in poser forum.) From what I've seen the architecture of GMAX is very versitile and shows a lot of promise on many levels - wish I had more time to play with it. - TJ