texture modulating?

Hello,

I have two textures with transparent portions and I would like one to modulate the other before I apply them to the polygon in order to maintain the transparent regions (I don’t want the transparent regions to be covered by the other texture.) On the other hand I can’t apply alpha testing since it takes place BEFORE the blending.
I am using OpenGl 1.1 and don’t have multitexturing capabilities.

Any ideas?

You have to learn about multipassing. Try to search google for tutorials.