Hey DarkStar88, I'm running Fook2 and don't have this issue. Did you apply the hotfixes for FOOK2? There's a little bit of confusion concerning FOOK2 1.2 and the hotfixes so I'll pass on the info I got from a comment made by freddy_farnsworth. If you do have them, disregard the next bit, but maybe it'll help someone else. The data file is listed as having been uploaded in December 2011 and the hotfixes are listed as June 2011, but there's a catch. There were more than 2 downloads for 1.2 and apparently the person who was/is in charge of FOOK2 simply bundled them for convenience and then reupped them. So, as far as version goes, the data files are from March 2011 and the hotfixes, from june 2011, are still necessary. I have no idea what the hotfixes fix, but you need them. Note that if you use BOSS for load order it will erroneously flag the hotfixes, saying you need to upgrade to FOOK2 1.1. Even if the hotfixes were deprecated, this error wouldn't make sense to me as the 1.2 files listed as old versions were uploaded before the hotfixes. Additionally, the current main file's upload date is before that of the hotfixes. Other than the above, my modding/troubleshooting knowledge is extremely limited and I can't really be of any help. Keeping the previous sentence in mind, you say F3.esm and FOOK2.esm are the only things active in FOMM, but shouldn't you also have FOOK2.esp and calibr active? It would also help to post your load order, because even if you fix this problem, there may be others you're not aware of, or that haven't surfaced yet. I probably won't be able to help, but someone else might. edit:baked spelling.