I used to have an introductory edition of VC++, and when I got a "real" version, I tried recompiling the files. It still showed the MessageBox warning. The MessageBox is coded into the base class of the dailog, so if you don''t want the MessageBox to pop up, you''re going to have to create your own project and add the source code. I''m not sure how complicated that would be, because I haven''t looked at it yet. Anywayz, if anyone''s interested, I''ll try to rewrite/compile the code so that the MessageBox doesn''t show up, and then I''ll post it on my server, and send a copy to NeHe, so that there will be two places to download it from. Please correct me if I''m wrong about the warning MessageBox, because I''ll feel really stupid when/if I''m wrong