Hi Dave Its ok, I manage to reduce my polygon count for that hi-res head (the black man head, the one I actually posted the image of). For the sake of sharing, here's how I did it :- 1. Select the head in object mode 2. Click Mesh-->Reduce 3. Maya complains there are no non-manifold geometry and asks me to cleanup the mesh first 4. I click Mesh --> Cleanup after selecting the mesh object 5. I click Mesh --> Reduce after selecting the mesh object The mesh polygons are reduced. This can be done a few times by the way. NOTE - The face doesn't look as good as the hi-res one but I have to work within my PC limitations! I UV-d a front and side photo of Sam Worthington / Chris O 'Donnell on to my mesh with Photoshop Liquify and got some weird results like Sam Worthington's been drinking too much or Chris just came out of a bar brawl. Then I realised that the head mesh dimensions has to exactly match the Sam and Chris photo (front and side). Which means I have to modify the black man head mesh a bit to fit Sam / Chris. In one of the four views, there is a View menu and then Image Plane which allows me to put in the photo as a backdrop as I modify the mesh. How do I make the image plane smaller or make the mesh semi-transparent so I can see both layers just like in Photoshop (without using Layer Editor) ? If I was good at ZBrush, it would be probably better for me to modify the mesh there. The other option is to create a NURBS or Polygon plane and attach the front and side image there and scale it accordingly as I work on modifying the mesh to fit Sam's or Chris's photo dimensions. Any pointers? P.S >> For Question 1, can anyone else help ?