The Bitmap class inherits from Image and uses Image's FromFile method, which calls a GDI+ Flat API function in GDIPlus.dll (curiously, something you're NOT supposed to do), called GdipLoadImageFromFile to load the image file. It looks like the resulting file handle is never closed so long as the GDI+ Image object exists. As you probably know, the usual workaround was this[^] little article on MSDN. This eventually uses the GdipLoadImageFromStream GDI+ function, which does not hold a handle to the original image stream. In 2005, the PictureBox.Load method calls the static Image.FromStream method, no matter what the actual source of the image is, so locking the image file is not a problem. But, to answer his question, PictureBox.Image = null; should work no problem. I didn't have any at least... ;) RageInTheMachine9532 "...a pungent, ghastly, stinky piece of cheese!" -- The Roaming Gnome