the readme is in help

just drag and drop the files to the same folder located in C/UT2004
upaint goes in a different folder and it is optional for the level (only for ppl who want to skin)

for upaint, open up C/Documents and Settings/Program Files/Right Hemisphere/uPaint/Characters

if u want to skin but u dont have upaint, its located in CD6 of UT2004
and if u got DVD version dont worry
insert the disc, open up my computer, right click on the dvd drive its in, go on explore, and open up CD6/Extras/uPaint and then install it

u need the patch for it to work and b4 u start reskinning my skins ask my persmission first
contact details on readme

plz remember upaint is OPTIONAL so dont spend half an hour getting upaint just so u can play my level
and dont forget u can pick my crappy skins in the player select screen