whoopdat, Your assumption that it was SP4 isn't that ridiculous. I just had a series of horrendous problems with 3d studio max after installing SP4. Every file I saved became corrupted, and even simply clicking on the files in Explorer caused Explorer to crash. I had no idea what was happening. I re-installed max several times. Then I did some hunting on the net, and it turns out that it was SP4 after all. There had been a flood of complaints from max users after SP4 came out, and M$ and Discreet got together and released a hotfix for it. So now everything is hunky dory again. But I won't be in a big hurry to install SP5 until it's been thorougly checked out. mac