thanks again guys----heres the image that im using for reference (and inspiration) about the flags----the flags were made extremley quickly, out of lattices, cuz i need something low-poly, i will re-work those and make the wind effect their direction. stefano: i agree w/ you about the flags, it does seem like way too many, but as u can see in the image, there were quite alot! i may changfe it thoug, cuz it does seem to look "replicated" when ther are too many. ALSO---if anyone else is interested, i would kill to see this picture (taken from gladiator) re-created by a fellow brycer! :) thanks again guys!