@Locoweed - I am not sure which the 'all model level' is but if it is indoors can you render certain views and show them insetad of models until you go to that area? For example if you are walking in a hallway with 5 open doors and can see into the rooms could you render the view of each office from the doorway as a texture and ent create the models in that room only if the character passes the threshold? As he leaves an area maybe you can then replace the models with the rendered view again. Wouldn't have to do it everywhere just look at the level and see areas like that - narrow and obstructed view passages, open windows, office cubicles, doorways etc that might work with a single rendered texture if they look in that direction and swapped for models as they get close. I imagine narrow obstructed views and/or dark areas would make the swap less obvious.