The Asteroid Field

G''mornin'' coders, I''ve got a somewhat large asteroid field set up in my game full of about 400 asteroids. Framerate is holding at a silky-smooth 60 fps, even when every asteroid is in the view area. However, if I start to add any more than that, the framerate cuts itself in half. I think I''ve narrowed it down to the SetTransform() function being called 400 times per frame for each individual .x file. Is there a better way to transform that many world matrices? I need to have upwards of about 5000 asteroids, still running at 60fps. Any ideas, comments or snappy anecdotes are greatly appreciated. Thanks, Ryan Buhr Reactor Interactive, LLC.