tnx all the animation is performed via modifiers (spin) applied to the main object(s) before surface replication. There are 12 different stones that I used to replicate over tubes that have the sides deleted. This gives the belts some depth. the belt 'base' objects (the ones the rocks are replicated over) has an alpha driven by "spots" to help give the belts more volume. My gripe is that the stones dont look very realisitic up close..and I think this is my fault. When I set them up, I set up things at a very small scale, so no matter how good of a material I put on them..they still look plastic. But for the purpose of testing the replicator and seeing what c5 can do, it serves. the planet has displacement applied..and the background is a image from NASA's site. (www.nasa.gov) You can get lots of kewl images for backgrounds there. sfdex: "dance?" lets see, they dont really dance but they do flicker while they rotate. While doing this I had a suggestion for future updates of the carrara replicator. For instance, I'd like to see the replicator work in "volumes"..ie, if I create a cube and tell the replicator to create objects inside that cube, it'd do so. This'd help make images like this look more realistic up close. But, this is by far one of the best tools introduce to C in a while. I love it :) I'll try to post a gif animation of it later. Not sure if I can (due to the size) :) BT BT