Hey Guys Thanks for the replies Arran and Mastone. I see what you mean Arran about how heavy my geo is and the flow around the cheek, temples and eyes, both your images helped heaps. I think I might just use this as a learning experience and start over trying to keep my geo low. By the way Arran how do you model do you start with a nurbs sphere then convert to poly/Sub-D. Ordo you do it some other way ? -Andy