Just tried a quick test--I unloaded WB, turned on the Windows theme service and used visual styles (i.e., non-classic, Windows XP style). Paint.net opens just fine. So, unfortunately, there does appear to be an incompatibility between paint & WB. Too bad, paint.net looks to be a nice app; I like running themes through WB, so giving that up is a deal-breaker for me. I'll post about it on a couple forums that cater to WB & visual styles users to confirm other WB users are having the same issues...Thanks for your responses.