Yeah, 3D Exploration...the end-all, cure-all. :) Vue always gives an error message on models that were converted to 3DS by 3D Exploration: It says something to the effect that the .3DS file version is obsolete, and textures may not show correctly. shrug But it seems to work fine anyway. The big problem with the 3DS format though is that objects with more than 65,000 faces simply can't be done. it's a throwback to Max' earlier DOS days, I think, similar to the 8 character limit on texture names. OBJ is still the best bet, really, though OBJ has that annoying habit of not being able to deal with transparencies....