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Is it possible to use flash to create a texture generator. Check out my link for an example. Select the lips. Select the eyes. Select the base skin tone. etc. Use these selections to open a new window say: 2000 X 2000 With one layer for each selection. Base skin tone on the bottom, then work your way up. You could even mix layers by adjusting the opacity of a layer. The base layer could be 2000 x2000 The lips could be a smaller transparent gif placed over the mouth. The eyes could be another small pic where the eyes are supposed to be. After all the layers are loaded you just right click and save the new texture. question: Can you selectively load JPGs and GIFs. I have more ideas, but I want to hear if this is possible first. smerc