Well it's a definite that you can never have enough RAM but I've worked on scenes much larger than this one was. It gets a little logy but there's things you can do to increase Bryce's response time. I have it from a good authority (Paul Pappathan aka Pinhead) that you should never group or put into a family a large number of lattices. Paul is a master with lattices and he says Bryce can go wonky if you do that. ;) And wonky is a technical term btw. lol Anyways, all's well that ends well - I did get the image finished and posted. I just want to know what happened so I can make sure it never happens again. Thanks again for all the help and advice. I appreciate it.