Hmm I'm always up for a challenge, but can Blender or Wings open .3ds formats? That's all I need for them.
Yep, has import for 3ds.
I downloaded Blender and Milkshape and really like them both great suggestions, but I need to figure out how to use them well.
For Blender, don't be shy about going to their IRC room. They're very used to novice users and they can be a really great help. Also, in the folder you've installed blender to you'll find a file called BlenderQuickStart.pdf, which is generally a great reference sheet to print out and use at first. Lastly, the first thing I learned when I got Blender was what the users in the IRC room generally referred to as the golden rule, left hand on keyboard (asdf keys and the surrounding) and right hand on mouse. Once you get used to the simple functions of many of the keys in this area of the keyboard, manipulating objects through rotation, resizing, etc all become routine and incredibly second nature. Blender's intimidating at first because it lacks a lot of the documentation and examples you see in most other programs, but there are tons of tutorials and resources available on the site (and shortcuts to them in the program's help menu itself), so after you get the hang of finding the right ones it'll become more intuitive for ya.