It may be that you have an older low-memory slow-RAMDAC Cirrus Logic card, the problems you are describing are kind of "the nature of the beast". If you haven't already, install DirectX 6, it contains updated WHQL drivers for Cirrus Logic cards. They might lessen, if not eliminate, the trouble you're having. Good luck. <IMG SRC="smilies/smile.gif" border="0">