I was thinking of using ReadAllText() within an asynchronous method. Just read chunks of the 80mb from a temp file using ReadAllText(), when the user nears the end point create, then read another chunk into the textbox.AppendText(tempfile.ReadAllText()). Later, JoeSox "Football is a game of cliches, and I believe in every one of them." -Vincent Lombardi CPMCv1.0 ↔ humanaiproject.org ↔ Last.fm