Yea all that is setup, but here's the wierd thing. It now works, and I changed nothing. I saved my work and went to bed, and the next day when I loaded the scene and rendered a test frame, All the textures were there?!? I think it is just maya on XP. I'll get very wierd problems if I work for over an hour and don't close down and reopen maya. Like the hypershade, If I open and close it say 4 or 5 times, then the next time I open t, none of the shaders or text show up and they wont until I shut down maya and re-open....Man I can't wait to finish up on my current project I'm working on, After that, It's redHat all the way. Maya on XP is superBuggy!!! Thanks for the suggestion though, but the texture setup worked all along.....