Migs wrote: And what's with this stupid message "file XXX.cpp has changed.. do you want to recompile?" Hm... I think the message reads either: 1. The file has changed, do you want to reload? 2. The project settings have changed, do you want to rebuild. It appears that you are actually editing the files outside of VC++ while keeping it open, which is where you trouble would come from. Use built-in editor and you should be fine. Or perhaps you open the same project twice in different VC++ instances...