Hi PhilC, I think I might have found the problem. It seems that putting the scene in wireframe makes grouping much easier. I think that since I missed a few polys, it caused the shoulders to go funky. Here is a shot from the cloth room. As I am typing this, I am also re-running the clothing simulation to see if it is fixed. I'll post results. -The Starkdog. P.S. I modeled everything in Shade 7.2. The dress only took about an hour or so to model.