I used to have that problem with 4.03 and Windows ME. I have since moved to 2K and I still get the long wait as it grinds through a very bloated textures directory tree, but it will recover. I haven't noticed this with free stuff, but there are a number of purchases I have made which didn't provide converted BUMs (for the obvious reason...file size). This was not a huge problem for me, except when the creator uses tricky naming schemes which cause me to over look them (like somethingbumtrans.jpg or whatever) What was even worse for me, was that when Poser crashed under these circumstances, I almost always had to reboot the machine. Things were always terribly unstable afterward......ugh windows ME is just plain crap. No OS should allow a program to leave the system in such a lousy state. That's the whole purpose of an OS (at least according to everyone, except MS) eric