Ok, resurrecting this... perhaps I haven't quite stated my problem clearly enough. On some more thought what I exactly want to do if it is at all possible is for the pixels on one layer to cut through and overwrite layer #2, except the background. So that it will appear as the overwrited pixels have been removed by the first layer, but the background will stay the same. The only way I can do this now is by going to layer #2 and erasing the areas that overlap with layer #1 which is tedious and sloppy