sb> Check the *Message-Log* buffer for messages. If you are running up sb> against the soft font-lock limit, there will be a message telling you sb> about it. What is your value of font-lock-maximum size? Size does sb> matter. I crank the size up in my .emacs, I don't know what the sb> default is. It's small enough to be annoying (IMO). It's set to 256000, the default, I think. However, I've been doing my tests on my 21K .bash_profile, which exhibits the problem. Some tests show that by the time normal-mode is called font-lock isn't turned on. For a different test file, which works as expected, by the time normal-mode is run, the buffer has already been font-locked. I need to trace through this a bit better. Ray