Look in the CFrame, CMDIFrame, CView, or a class derived from one of these, for some methods to do this. Those classes perform the drawing of the windows and their background. There may be some public members that can be directly set also. My personal guess is a CFrame derived class. I don't remember completely, but you may have to use some API functions to get the pointers to the objects that would need to be changed. The form background should not be in the App class or the Doc class, since these have to do with running the program and storing the data. I know this does not provide all the answer, but just gives somewhere to start. David Spain, C++ Applications Programmer