Ok, I have been trying more stuff and still can;t get it to work. this is driving me crazy! The .swf file will play fine when running locally and the skin shows up over the movie. i tried republishing it out of Flash just to make sure. the current file path of the .swf is http://videowaypoint.com/flash/Untitled-2.swf (I can actually see the skin load up but no movie). The .flv file is in the same folder, as is the SkinOverPlayCaption.swf -- all three of these files were in a folder on the desktop that previewed the movie fine.