well there are a few ways to do it, depending on what purpose your poping the text.. the easiest way is just put whatever text graphics, movie clips ect... in the over frame of the button.. Make sure you have the symbol property set to button and not graphic or movie clip.. Then right click on the button in question, go down to >edit in place and then on frame 2 or the "OVER" frame place whatever you want to appear when you mouse over that button, and violoa you got interactivity baby!!!!!