Jeff,

If you can it's be good to see the problem forms.

Here we use a textured bmp as the background on nearly every form (you know those people that value pretty over practical *g*) and don't see serious repaint issues.

>Thanks, but NOPE. Didn't work. This is a VFP bug and the only workaround is to avoid using the Picture property for forms and other controls. However, it's only in my scenario and I have no idea what is causing the mal-behavior. And, I'm unable come up with a simple enough scenario to repro. I've seen this before in VFP where your the app starts acting flaky.