So I figured out how to use .X files but I am still confused how to use .RMD files I have followed the masks guide step for step but when i run the rmodimp_win file it says "No textures or models found in the import directory". Now the problem with that is that i extracetd a .rmd file into the import folder and it still can't find the model. What am I messing up? the folder i created to put the rmodimp_win and import folder is located here: C:\Program Files\LucasArts\Star Wars Rebellion\Importer ***Importer is the name of my created folder*** this folder also includes the rmodimp config settings and the readme file. (i just extracted the whole download to the created folder) I also copied and pasted ResHacker, ResHacker help file, Version_History, ResHacker config settings, Dialogs, and the read me in the folder. One line of the_masks instructions that I don't get is this....... ------------------------------------------------------------------------------------- -for the .chm files to be displayed, you need to have Microsoft's HTML-help engine installed. If you can view the helpfile from RebEd for example, by double-clicking it, then you don't need to install that. ------------------------------------------------------------------------------------- After the installation steps however, I think I would be able to figure it out guessing that it could be similar to installing .X files Anyways Im sorry to be a nuisance and hopefully I gave a detailed explanation of my problem for someone to help me out. cj_n