it'll occur when i'm rotating a bone. It's weird cause it'll do this flip for like four frames and then go back to normal. for one example: I'll have the bone on frame 1 at 0 degrees and have it rotate at frame 10 at 10 degrees. It'll flip at frame 3 but go back to normal at frame 7. Um.... ya know.. scratch everything i said.. I just reopened the file and now.... it's.. acting.. normal. I thought I was doing something wrong. Going crazy!!!!! Thanks Nem