Diane, Although I don't have Illustrator, I do have Freehand 7. Any insights into the arcane world (to me) of drawing with bezier tools would be welcome. I mainly use Freehand for text effects (text-on-a-path, envelope distorting, etc), but have also used it to make a small booklet for the family (Pics and bio's of family memebers). I never upgraded to version 8 since the art tools weren't of to much importance to me and it doesn't have the "natural paint" tools anyway. I used to use it a lot for printouts of pictures I did in PhotoShop because it did a better job, but, alas, it isn't very friendly to PhotoShop 5's pictures for some reason (anybody have similar experiences?). I've seen some of your work, Diane, and would greatly appreciate your insights into any of these paint programs. 3D Sprite: If you want to see what can be done with Photo Paint, just look at the textures Rena (renapd) has done over at FairyWoods. I'm sure her talents contribute more to it than the program does, but I doubt that she could have done any better with PhotoShop or Painter. She has told me more than once that she couldn't do what she does without Photo Paint. 'Quite a recommandation as far as I'm concerned... - Jim