This is NOT normal behavior in my experience. If the texture references are correct in the MAT file, and the texture graphics are in the correct location in the directory structure, there should be no dialogue boxes to deal with. I have made quite a few MAT pose files in my time, and have never had a dialogue box pop up for any of them, they just load the texture, bum, tranns map, and what ever. If you have a box poping up somthing is wrong. The most likely causes of problems are: Image files not located in the proper path. Incorrect image references in the MAT file. JPEG for bump map is not converted to BUM format.