Although fully-initialized objects which live in the heap are not unwound, what about the sub-objects, in the event a derived class constructor fails? (It seems to me that sub-objects should be destroyed regardless of where they live.) Thanks again for the help... Mike Kelley Tandem Computers, Austin, TX kelley@mpd.tandem.com (512) 244-8830 / Fax (512) 244-8247