this was just the nitty gritty of the code, i check filenames and extensions prior to this section. thanx for the concern... oh... can you tell i started with BASIC ?... that's probably why my code looks like it does... i'll look at your example and see if i can learn from it as well. now; the solution... what i'm missing is a simple

   close($Data[12]);
[download]

is what i'm slipping on? this was my first attempt at uploading pictures for my classifieds page, and am still a little unfamiliar with the "$fHandle->upload()" function.