most of the warnings have been L4, but unless I'm mis-reading you are set to L3? Also, are you sure all of these were in 1.31 -- there were changes in

Yes, it's set to Level 3, and no--you're right to point it out--I'm not sure whether the warnings are exactly the same as in 1.29. They were the same code (4244), because I ended up using the same suppression pragma. Everything is a plain vanilla VC71 setup, generated from the wizard, except with "Detect 64-bit Portability Issues" set to FALSE, and I tested using no other headers, just to be sure. jh