guys
its not working because, your line 

popUpParent = mainPanel;

isn't being set inside an initialize event(for eg).

you can do this
<mx:Application initialize="test()" >
function test()
{
   popUpParent=mainPanel
}

regards
bod

--- In flexcoders@yahoogroups.com, Rick Root <[EMAIL PROTECTED]> wrote:
>
> Tim Hoff wrote:
> > 
> > Do you still have this line.
> > 
> > var popUpParent:DisplayObject;
> > 
> > If so, then wtf.
> 
> Yup, I sure do.
> 
> And yeah, wtf?
> 
> I solved the problem by eliminating the reference to popUpParent 
> entirely and just put Application.application.mainPanel where it 
was 
> used in the code.
> 
> rick
>






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