This didactic CD-ROM is designed for art educators and artists who have yet to use a computer as a means for creating digital imagery. Through its multimedia interaction, users will be encouraged to try new methods and procedures for creating in a digital environment by manipulating an image from a series of tools similar to watercolor techniques. Ultimately, the CD-ROM will then serve as a model to encourage and inspire art educators and artists to integrate this new medium into their own teaching and creative practice to further their understanding of digital media.