All you need is a PictureBox and a picture with many different colors. First you'll have to select a palette (with the SelectPalette-function) and then you'll have to set that palette as the global Windows-palette. This example is best tested in 8-bit modus (256-colors). Private Declare Function RealizePalette Lib "gdi32" (ByVal hdc As Long) As Long Private Declare Function SelectPalette Lib "gdi32" (ByVal hdc As Long, ByVal hPalette As Long, ByVal bForceBackground As Long) As Long Private Sub Form_Activate() SelectPalette Picture1.hdc, Picture1.Picture.hPal, False RealizePalette Picture1.hdc End Sub To create your own palette, use the CreatePalette-function.