I''m developing on Win2k, using Directx 8.1, under VC++ 6.0. Long story short, I''ve been profiling my app and trying to figure out exactly what is causing the slowdown, and setting the World Matrix for each model is taking about 10% of my game processing time. Actually rendering all of the polygons takes about 0.3%! It seems that changing the matrix should just be a matter of sending a few floats over, and that the world matrix has to be changed for each model I render. Right? To not keep changing the world matrix would mean pre-transforming every vertex into the same world space, which is definitely something better done in hardware. Any ideas/comments? Thanks, Domenic Ippolito, a United Underdog