Hi! In the book: Using Visual C++ 6, by Jonathan Bates, Timothy Tompkins, You can find the complete explanation what to do, I think even that there is a complete example how to create such an application! The main thing is how to recognize the file attributes, which can be either a Directory or an ordinary file. Then, You have to find which is the "first of" in the current directory (as You iterate through the tree), and which is the "next one". Using the object list, You can pack these file in the structure, and finally, add the images in the directory tree, which is also explained how to create. Best regards, D. Senic -- modified at 2:23 Monday 26th June, 2006