this is good to hear, even though the collection will hold 165 objects, it's unlikly I will actualy spawn all 165 threads at once, each object will represent a pop3 client, that will pop a mailbox return all it's mail perform some formating, auto alerting and store the results in a DB then die. the reason for spawing as many as possible at once is reduce the time between poping, also the reason for passing messages back is for the management interface to watch activity through ipclient....