If you need to change the background color of your dialog, you can find a simple solution here[^]. If you need advanced GUI for your dialog based application then you can use skinning techniques. Here on CP there are a lots of articles describing these techniques. Here are some results after a quick search: - Perfect Semi-transparent & Shaped Dialogs with Standard, ActiveX, and Translucent Controls for Windows 2000+[^] - A picture based skin system and MPEG decoder[^] - Cool, Semi-transparent and Shaped Dialogs with Standard Controls for Windows 2000 and Above[^] - StyleDialog - A transparent dialog class with an optional custom frame[^] - Tile, center and stretch a bitmap as your MFC dialog background[^] - and more here[^] I hope these examples help you. :) Regards, Nuri Ismail