BTW all forms have showwindow = 2 and not 1, right?
Cetin

>Cetin --
>
>My main form is non-modal; by test form is non-modal. For both forms, AlwaysOnTop = .F.
>
>I bring up my main form, and then my test form. The test form is smaller, leaving some of the main form visible.
>
>If I click on any portion of the main form, it receives the focus; I can right-click for pop-up menus, etc, and it all works fine.
>
>HOWEVER, the test form remains on top; that is, clicking on the main form, and giving it focus, did not change the appearance of the test form in any way (except, I guess for the title bar, which goes gray.)
>
>Does this make sense?
>
>Jim