Poser 4 has a lot more flexible lighting (as many lights as you want, both spot and ambient, rather than just three ambient lights), and I believe it has a better renderer (at least, my renders come out a lot better in Poser 4 :-) ) Poser 3 will not handle a lot of Poser 4 props/characters, because it requires its texture maps to be TIF files, rather than the JPGs that most Poser 4 products use. Also, any character that uses multiple geometry files does not work, as Poser 3 does not recognize the extra geometry references. When you are ready to buy Poser 4, check your magazine. At least some (and probably all) of the magazines that have had Poser 3 on the cover CD have a special link to a page on the Curious Labs site that gives you a pretty good discount on the upgrade. (This is a special page; the regular page for people who bought Poser 3 won't accept the magazine copy's serial number.) Good luck, and welcome to Poser.... Lynn Grant Castle Development Group