First of all Quake 3 models are a bit high poly more than half life can't stand "I think".Also you will have to put them in the esf skeleton animate it and compile it.But I think you will have to make it low poly .
3d studio max, but if your having trouble understanding milkshape, i dont advise you to step up to that until youve learned ms3d, milkshape is probabaly the simplest modelling program around,
3dsm is cluttered, and has 500 tools you will never use,
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