I have to say, get Painter 6 as well. It truly is a great complement to Photoshop and a definite must for making textures! Painter 3D really is a bit limited and not for post-production. I go back and forth extensively between Painter and Photoshop because each one has its strengths. And many you wouldn't even think of! For instance, I always convert to a Photoshop document to print even if I did the whole image in Painter, because I find that Photoshop prints a lot better. As for Photoshops clone tool, jnmoore is right. It's best for small jobs unless you are cloning in a part of the image that has large areas without detail. It's best to clone in small dabs rather than trying to stroke. And if you don't really watch the crosshairs, you will get funny lines in your cloned area. BTW, I have Adobe Illustrator and would be glad to talk about that, too. It has its definite uses for "clean" graphic work and now has many more line options that include "natural" brushstrokes. I find that it takes longer to do work in it in the beginning than it would in a paint program (getting all those bezier points adjusted properly), but because it is vector based, it remains completely editable and infinitely scalable. That is a definite advantage for certain types of work. Diane