My investigations continue... in analyzing the tracelog, I see 5777 instances of opens trying to open things that are clearly NOT directories while using the O_DIRECTORY flag on the open: open("/usr/X11R6/lib/X11/fonts/CID/encodings.dir", O_RDONLY|O_NONBLOCK|O_LARGEFILE|O_DIRECTORY) = -1 ENOTDIR (Not a directory) <0.000021> I am over my head here, but I did read in the open(2) man page the following: O_DIRECTORY If pathname is not a directory, cause the open to fail. This flag is Linux-specific, and was added in kernel version 2.1.126, to avoid denial-of-service problems if opendir(3) is called on a FIFO or tape device, but should not be used outside of the implementation of opendir. ...so, it looks to this non programmer that they shouldn't be using the O_DIRECTORY flag on an open() call, but what do I know? I'm just trying to figure out why it takes this thing so long to open. Michael -- San Francisco, CA