no problem. It's asy for one to slip by because for some reason the mesh still thinks it's there (must be imprinted some how in the modfile) because it shows in max renders, and in the max winddow itself if I choose to have more than a wireframe. However the material editor will show the missing texture as something.pcx instead of something.bmp, always a giveaway, any time a texxture is not in the folder with the modfile.