Maybe I am missing something, but is it the case that when you set a pictureboxes background to transparent, all it really does is set it to the same color as the forms background? What I am trying to do is draw an animation for the benefit of this, a bouncing ball - which I paint on the form, then overlay that with a picture frame. End result should be a bouncing ball in a picture frame, I should mention that the picture frame does not have a straight edge, so it is not possible to arrange 4 picture boxes in a frame. The ball needs to vanish behind the frame to change color and then magically bounce back out. I have tried: 1.Setting the picture box background to pink and then key out the same pink, this basically cuts away everything, including that which is behind the picture box 2.Setting the picture box to transparent, this just displays the picture box background as the same color as the forms background. 3.I have tried painting the image in a rectangle, this had the same effect as drawing it in a picture box. I am not sure what I am doing wrong, I am wondering if there is any other ways I could try or if someone has made a custom control or library that supports transparency?