Hi everyone, First, thank you, for all your help Sherri. I would like to sum up the help that Sherri D. Martin gave me. situation: I had a set of points that were emailed to me as a .dat file. these points were supposedly in Geographic, DD, wgs84. I needed them to be in Stateplane, feet, Nad83. After, numerous unsuccessful attempts, Sherri wrote me back and suggested the following instructions, which worked perfectly. First of all, are you sure that you want to go into feet? No, I'm not telling you that you're crazy, simply pointing out that most times, when you are talking NAD83 (even in state plane) you are talking meters...just want you to double check that one. It could be either. Secondly, I think the biggest problem is the format of your lat/long fields. If these guys are in decimal degrees, then they should be saying things like 77.01789 and 39.96477 rather than 7701789 and 3996477. AND, to take it one step farther...if these points are in the US (I'm assuming around Philly), then they should have a negative sign (west longitude) in front of the x_field (-77.01789). Try fixing both of those fields by adding the decimal in the correct place, and the negative sign, and see if that makes a difference?? You may have to edit the file in excel or something and then save it back out as a .dbf then bring it into ArcView? It's really your choice how/where you edit it, though...that's just a thought :) Whatever you do, be sure that you keep the accuracy after the decimal point (you'll have to set the format of the colums to number with 5 places after the decimal point). Once you do all of this...add the .dbf as a table to ArcView. Use add event theme to create a theme based on this table. Then, convert your theme into a shapefile. Next, try converting your shapefile using the projection utilities extension.