the spot light is on the upper left casting light on the 2 columns. see how the column shadows are slowly departing from the columns? if i move the spotlight higher then the shadows will be gone. Not sure what caused this. I adjusted the light projection matrix, setting the far plane the same as the viewer's camera far plane but didn't help. Perhaps the light? ie. D3DXMatrixPerspectiveFovLH(&lightLens, (D3DX_PI / 4.f), 1.0f, 0.01f, 1000.0f); Also, why do we set the aspect ratio to 1.0f? And why does the near plane needs to be lower than the near plane viewer's camera projection matrix? Many thanks.