Quote - PZ3 you can open with any text editor. If you really want to find all your textures that way then start "find" function and type:
file
check "match whole words only" if you got that option.

BINGO, we have a winner :) Thanks allot :)

I had opened both the PZ3 and PMD files in wordpad, and I kind of just scanned through them, but I was a bit overwhelmed with the binary/code/text that I saw lol

and for people who may have this same prob in the future let me add to your solution....

(1) Open the PZ3 file in Wordpad
(2) Start "Find"
(3) Type: ":
(4) find your textures

Viola

Now it's time for me to get back to work lol

Again thanks for all the help :)

-Teron-