Well I just figured out that all the Title, Effects, Transitions and Audio files can be shared by both programs. You can't run them at the same time. But you can easily but you can certainly quit one and launch the other no problem. I wonder why the "minute frame" slider displays every frame as it crawls across the scratch bar below the picture very smoothly in iMovie 2 while the same slider jerks and leaps across the bar only showing every few seconds instead of every frame in iMovie 3. This has nothing to do with the coexistence of both versions. But for those of you who have been afraid to try having them both on there, you should know they can both be installed. If you haven't done it yet, rename iMovie to iMovie 2 and put it in a folder for save keeping. I named my folder iMovie 2 as well. Then when you install iMovie 3 it won't write over the old version. Simply adds the new one. I got all the new audio files, all the new free bonus effects and transitions from the Apple site. All the new stuff that iMovie 3 installs works in iMovie 2 as well. The SHARE one set of all the various goodies. It is truly having the new and the old as well so we can experiment between the two. Kunga