Argon: That refers to the "outside" and "inside" of each wing, since bird feathers have different appearances depending on if you're viewing the inner or outer side. It doesn't help explain the problem you're having. There is a MAT_UW_Eagle and a MAT_UW_wEagle which could be confused at a quick glance. When you check the material editor, are both of those textures loaded perhaps? Carolly - "I also wonder why you would have to apply 2 mats to one pair of wings." Each wing is a separate model, so texture needs to be applied to each wing separately.