Okay, WinPlay3 has settings/preferences. Go into that and tell it to lower the quality of the mp3 decoding process. Another good mp3 player (but DOS only) is Open Cubic Player. If you can find a download site for the Win3 version, AudioActive is a decent player for Win3, but I believe that WinPlay3 and AudioActive are the same player with different names (they look identical, and have the same features in the same places) There is also QuickView for DOS that can also do mp3s www.multimediaware.com I believe is the address for that program. If you need step-by-step instructions to keep WinPlay3 from skipping, email me off list and I can help ya out Benjamin To unsubscribe, send a message to listar@xxxxxxxxxxxxxxxxx with "unsubscribe calmira_tips" in the body. OR visit http://freelists.dhs.org