i did the what your talking about here, what i did was put every leaf in its own movie clip and the stock in its movie clip and and adjusted the leaf movie clips place in the main movie clip's time line so that the leafs would grow after the stock reached that particular leaf, and so big leafs would start growing before the small ones. http://www.piattdesigns.com/old/plantgrow.html here is a sample of what i did. if you want to look at the fla i'll see if i can dig it up for you.