I have a Win32 Dialog Box (non-mfc) that I designed in the resource editor(VC.NET) that I''m having some trouble with. What I''m trying to do is have a modeless floating tool window that always stays on top. In the Properties, if I set Topmost to true, the dialog displays correctly, but then neither the parent form nor the dialog will respond. If I set topmost to false, the dialog doesn''t display its controls properly, and the parent form doesn''t respond. I''m using CreateDialog to display a modeless dialog box. Anyone know what I''m doing wrong?