Well - ermm...make points around the image - but, when there;s a curve to negotiate, click and drag in the opposite direction, and a curve will form around your image. (Enable the "rubber band" option to see a line where the outline area will occur. Even without taking advantage of he "bezier (SP?) curve" capabilities of the pen tool - you still have the "point-to-point" significance of the lasso tool, but it gives you the ability to modify the outline after the fact (go to the "PATHS" window - save that path with whatever name (double click on it and name it), and then you can create a whole new path. Then (and this is really cool), you can save the image as a Photoshop EPS with paths, or (if you're a Mac user), save it as a pict (after creating an additional channel), and the image will import into various applications, such as InDesign, Quark, Premier, After Effects, etc - and the outline is carried with the file - so you can outline a picture of yourself, and superimpose just the outline onto whatever background you want - either in a still or a video. One of the differences between outlining with the lasso tool and the pen tool, is that the pen tool creates an outline that can be used by other applications - the lasso tool is stuck inside of Photoshop (great for "basic" outlining, but a poor choice for a serious outline - in my opinion) Wolf