Hi Peter

I *dont* think this free'ing of memory on minimize is a memory leak. Thats another issue. I think this is a vfp/os thing. A memory leak would have been reported a long time ago and addressed. The memory is ok. This is some type of memory management thing going on.

I also tried all those things to stop the flicker but all of them are concerned with painting *in* the window - not managing the minimizing / restoring / maximizing of the main window itself.

Jos