Jack, I understand what you mean, but I got that problem in a little different way. I am running Win98 and when I first installed Poser 3 I had the menus that scrolled out to the side also, but when the Poser 3 patch came out (many many months ago) and I installed it then I started getting the scrolling menus. And like you, I HATE it. I have a ton of directories in the pose section and it takes forever to find what you want. Since all I did was install the patch and not change my OS then I considered it a patch problem (and regreted installing it), but since you only changed your OS then I'd now say that it's a problem between the program and the OS, neither is really to blame. As far as your question goes, I too have tried to figure out a way to get back to the side by side version but have had no luck and no one I have talked to can figure out a way either. So I guess we are both just stuck with this undesirable option. But if you find something out please let me know and I will do the same. Autoloader