Hello all, thanks for your considerate replies.......in most cases this seems to happen with any file, and I'm shutting down everything concurrently running except Explorer. It's not just this file either........Quite often I "save" the file, and go eat dinner or even go to bed, and since I can pull down my task bar and the HD light is off, I can only assume it's saved. It's been taking about 5 minutes to open/save the file. I make incremental backups of it at various stages, and am able to add to the scene. The funny thing is that Bryce is quite capable of rendering the entire scene without problem - only it won't save the finished file and I can't even export the finished graphic! That is the really frustrating part. I'm no Windows whiz, but I assumed that the Virtual Memory would swap out to the HD, where I have ample space. I'm running ME actually.......