I thing, i found my solution. Im my case the problem was, that I'm Using A Global DBManager's classes Variable, from DLL which Load my DB DLL. Immediatly when I make it member in each class where used, the problem DISAPPEAR, Both DLL, are "implicted Linked"(i.e. export classes with (__declspec(dllimport))). Strange, isn't it? P.S. Avrything was Clear. Evrething was Released ... . KalliMan. a