Thanks guy! I tried exporting the swimsuit as triangles, instead of polygons, didn't seem to help, though, as you can see. Only way I can see to fix this would be to make the clothing as unimesh, with virtual groups, instead of detached groups, the way V3 is made. However, I don't have any good tools to work on clothing this way (bringing it into Max will automatically detach all the groups), so I don't see any way to do it. I think the only answer is for e-frontier to squash this major bug. Unless you have some other ideas? Hey Jeff01, could you please put in a smaller pic? People have to scroll side-side to read the text now. ;-)