I see. I can put a movie on the background, and scrub back and forth and the movie advances with the timeline. Is that different? I guess it's not a texture. Well how about this...movie applied to background, make parts of my character's head invisible until only the mouth is displayed to rotoscope lip-sync? (see where I'm going with that?) Just a note...I AM using Mimic. This is post-mimic, fine tuning the lips themselves and also rotoscoping against head movments in my reference video. ::::: Opera :::::