Just stick the animation for the mouse over in the up state of the second mouse. put a blank frame in frame 1 of the animation with a stop aciton in it. Then put a goto 2 and play action in the last frame of the animation so it will loop.

then just name the movie clip with an instance name and use the tell target command on mouse over to goto and play frame two of the animation. then on mouse out just use the tell target command to goto to frame one. so it resets itself. Regards, Bill

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