Though it doesn't happen as often since I installed the patch to 4.03 my Pentium 2 350 mhz and 256 ram Win98, it used to seem to freeze on me for extended periods of time... sometimes as long as 3-4 minutes.... but usually came back. Grumbling, but came back none the less. It usually occured when the system was looking for a texture that didn't exist or some such. We've all experienced these things from time to time and it normally involves d/ls that present a problem or a configuration set up. It might help if you can provide a bit of detail such as what you were doing that lead up to the failure.... the more experienced of us have prolly seen the same thing time and time again. I also noticed on my machine, that if I don't save regularly... the program errors on on me by performing an illegal action which ends the program. Pop an example or two at us and let's see what the troops come back with. Bill