If you want to use the current desktop as a screen saver you should link your prog with ScrnSave.lib. This is the library that microsoft supplies for the easy development of screen savers. The cool think about writing a prog with this library is that instead of creating your own window, Windows will supply you with the entire desktop AS your window. And it's your job to erase the contents of the desktop. But since you actually want the current desktop image, you simply need not erase it. If you familar with the DirectDraw API, at this point you could blit the current primary surface (the desktop) onto a backbuffer in video memory. Then you will always have a fresh copy of the desktop. A screen saver that manipulates the desktop can then be created...zooming in and out of the desktop, animating sprites across it etc... mlg400@blazemail.com