I finally bit the bullet and spent the 20 minutes or so to create a VFP input form in an out-of-proc COM server called by the in-proc server. If other non-app specific input forms are needed over time, I'll have a utility classlib to stick them in. Still wish I could create UI's in DLL's though.

Gary

>>Sergey,
>>This works great. It pops up from a COM DLL just fine. Now if I could figure out how to mask the password as it's entered...
>>
>Hi Gary,
>
>I guess for that you would have to build DLL in C++.