Freeloader was commissioned by the Foundation for Art and Creative Technology, Liverpool, UK. It was designed to offer a space where artists, teachers and pupils (artists) can explore mobile audio. Freeloader lets you download free ringtones. It also lets you upload audio files and turn them automatically into ringtones and then share them with the Freeloader community. Freeloader also lets members download monophonic, polyphonic, MP3 audio, and even 'Realtone' ringtones by SMS (mono), and by WAP. Initially, the project was to allow for discussion and description of how to use third party software to convert files into ringtones. Kisky however designed a system which converted MIDI and MP3 files automatically to the best type of tone for over 350 phones. We wanted to make is usable by as many people as possible. Our primary audience being pupils in schools, with many older phones which only played monophonic tones; it had to work for them. MIDI is the primary source of ringtone content, although the project also copes with MP3 and WAV files to allow more experimental audio to be included and distributed. As a participatory environment, Freeloader may be adopted by pupils and artists creating experimental audio, or experimental and 'found' MIDI.