That's interesting. Under Win2k you can observe how much CPU time a app is taking by bringing up the Task Manager (I'm sure you know this, but I'm just saying it for the record.) There is no difference in CPU usage % when Bryce has focus or when it is minimized. And from watching the number of Page Faults, the Memory Delta, the current Virtual Memory, Peak Memory, blah blah blah, my plan is to go in and tweak some memory related settings (page memory size, etc) and see what happens. That said, given how Windows works, I can completely see where terminating all other running processes would free up CPU time for Bryce. :-) TomD