I originally compiled it on framework 1.0, and the subsequent tests were run on 1.0, 1.0 SP1, 1.0 SP2 and 1.1, with varying OS's. I have just now compiled it on framework 1.1, and it works fine on my dev machines (I didn't send it out for beta testing again). Just to be clear, what should be happening is that any text located in textBox1 should be copied to each TexBox in the collection when button1 is clicked. Like I noted previously, I have coded far deeper references than this that are in production systems, without problems. Maybe there's a problem with the way your system/s are compiling the code? I know that's a bizarre scenario, but this is a bizarre behavior! I you like, I can send you a compliled version for testing, just send me an email address to use.