Thanks guys! these are all great suggestions but I am running on a mac and msot of the little apps won;t work. However, I do have poser (4) so i'll try that. Awesome fish nuski! BUt it's an angler-fish not an angel-fish. Actually quite the opposite :) Tha anglerfish looks like the fish from hell. (If you've seen finding nemo, it's the fish with the light on it's head) Here's the reference pic I used: http://earthguide.ucsd.edu/hughes2001/acct/bmounmanivong/Deepsea-Anglerfish_J01-closeup.jpg Thanks for all the help guys....it;s poser time.