Thanks for the tip, you were correct. Now I get to go back to recreating my real problem... the phantom access violation!

Patrick G wrote: but since it wasn't an answer, I'm afraid it really wasn't useful. But David's post was an answer? Whatever dude, good luck. DavidCrow wrote: What does line 125 (and possibly the few preceding it) of ReactorServer.cpp look like? led mike

I found the reason for the problem -> There was an unresolvable ambiguity (the compiler couldn't tell which base class to override. Here's what Stroustrup has to say about this issue (see page 5). http://www-plan.cs.colorado.edu/diwan/class-papers/mi.pdf[^] Thanks for your responses. I must admit, I'm curious how you all got it to work. To solve the problem, I ended up writing a wrapper class... please excuse my sad attempt at ASCII art, but here's the UML behind how I solved it. ----------- ----------- | Class A | | Class B | /\\ /\\ -- -- | | | | | MyClass |_________/\| MyWrapper | ----------- \/-------------