diff --git a/pewpew.asm b/pewpew.asm
index d4646e3..c045f86 100644
--- a/pewpew.asm
+++ b/pewpew.asm
@@ -70,7 +70,9 @@ Start:
     ; Write something recognizable into our scratch space.
     jsr FillScratch
 
-    ; Start the background color as a dark blue.
+    ; Start the background color as a lime green.
+    lda #31
+    sta $23
     lda #16
     sta $24
 
@@ -97,20 +99,22 @@ LoadPaletteAndTileData:
 
     ; 16-bit X/Y registers. Used for DMA source address & transfer size, both of
     ; which want 16-bit values.
-    ; TODO(mcmillen): change back to 8-bit when we're done?
     rep #%00010000  
     ; 8-bit A/B registers. Used for DMA source bank & destination address.
     sep #%00100000
 
-    ; We only need one palette entry, so we just initialize it manually.
+    ; Initialize the palette memory in a loop.
     ; We could also do this with a DMA transfer (like we do with the tile data
-    ; below), but it seems overkill for just one entry :)
-    lda #34  ; Set the 34th palette entry.
+    ; below), but it seems overkill for just a few bytes. :)
+    ldx #0
+    lda #32  ; Palette entries for BG2 start at 32.
     sta CGADDR
-    lda.l PaletteData
-    sta CGDATA
-    lda.l PaletteData + 1
+-    
+    lda.l PaletteData, x
     sta CGDATA
+    inx
+    cpx #8  ; 8 bytes of palette data.
+    bne -
 
     ; DMA 0 source address & bank.
     ldx #TileData
@@ -118,7 +122,7 @@ LoadPaletteAndTileData:
     lda #:TileData
     sta DMA0SRCBANK
     ; DMA 0 transfer size.
-    ldy #(15 * 16 *2)  ; Also see the helpful "480 bytes" comment in tiles.asm.
+    ldy #320  ; See the helpful comment in face.asm.
     sty DMA0SIZE
     ; DMA 0 control register.
     ; Transfer type 001 = 2 addresses, LH.
@@ -140,7 +144,7 @@ LoadPaletteAndTileData:
     ; Set word address for accessing VRAM to $6000.
     ldx #$6000  ; BG 2 starts here.
     stx VMADDR
-    ldx #$000A  ; Stick one tile into BG2.
+    ldx #$0002  ; Stick one tile into BG2.
     stx VMDATA
 
     ; Set up the screen. 16x16 tiles for BG2, 8x8 tiles elsewhere, mode 0.
diff --git a/tiles.asm b/tiles.asm
index 46d6c0b..a6cb685 100644
--- a/tiles.asm
+++ b/tiles.asm
@@ -3,37 +3,27 @@
 TileData:
     .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
     .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
-    .db $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03
-    .db $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0
-    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $FF, $FF, $FF, $FF
-    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $FF, $FF, $FF, $FF
-    .db $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $FF, $FF, $FF, $FF
-    .db $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $FF, $FF, $FF, $FF
-    .db $00, $C0, $00, $E0, $00, $70, $00, $38, $00, $1C, $00, $0E, $00, $07, $00, $03
-    .db $00, $03, $00, $07, $00, $0E, $00, $1C, $00, $38, $00, $70, $00, $E0, $00, $C0
-    .db $00, $07, $00, $0F, $00, $18, $00, $30, $00, $60, $00, $C0, $00, $C0, $00, $C0
-    .db $00, $E0, $00, $F0, $00, $18, $00, $0C, $00, $06, $00, $03, $00, $03, $00, $03
-    .db $FC, $00, $F8, $00, $F0, $00, $E0, $00, $C0, $00, $80, $00, $00, $00, $00, $00
-    .db $3F, $00, $1F, $00, $0F, $00, $07, $00, $03, $00, $01, $00, $00, $00, $00, $00
-    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
-    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
-    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
-    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
-    .db $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03
-    .db $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0
-    .db $FF, $FF, $FF, $FF, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
-    .db $FF, $FF, $FF, $FF, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
-    .db $FF, $FF, $FF, $FF, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03, $03
-    .db $FF, $FF, $FF, $FF, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0, $C0
-    .db $00, $03, $00, $07, $00, $0E, $00, $1C, $00, $38, $00, $70, $00, $E0, $00, $C0
-    .db $00, $C0, $00, $E0, $00, $70, $00, $38, $00, $1C, $00, $0E, $00, $07, $00, $03
-    .db $00, $C0, $00, $C0, $00, $C0, $00, $60, $00, $30, $00, $18, $00, $0F, $00, $07
-    .db $00, $03, $00, $03, $00, $03, $00, $06, $00, $0C, $00, $18, $00, $F0, $00, $E0
-    .db $00, $00, $00, $00, $80, $00, $C0, $00, $E0, $00, $F0, $00, $F8, $00, $FC, $00
-    .db $00, $00, $00, $00, $01, $00, $03, $00, $07, $00, $0F, $00, $1F, $00, $3F, $00
+    .db $07, $00, $18, $07, $20, $1F, $4C, $33, $50, $2F, $86, $79, $86, $79, $80, $7F
+    .db $E0, $00, $18, $E0, $04, $F8, $32, $CC, $0A, $F4, $61, $9E, $61, $9E, $01, $FE
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00, $00
+    .db $80, $7F, $9F, $60, $9F, $6F, $4F, $37, $47, $38, $20, $1F, $18, $07, $07, $00
+    .db $01, $FE, $F9, $06, $F9, $F6, $F2, $EC, $E2, $1C, $04, $F8, $18, $E0, $E0, $00
 
 PaletteData:
-    .db $FF, $7F
+    .db $1F, $7C, $00, $00, $FF, $7F, $1F, $00
 
-; 30 tiles (2 spaces)
-; 480 bytes
+; 20 tiles (12 spaces)
+; 320 bytes
diff --git a/tiles.pcx b/tiles.pcx
new file mode 100644
index 0000000..61013f9
Binary files /dev/null and b/tiles.pcx differ