Direct64GPU Utility in Nintendo 64 Category
This plugin is from the same author as glN64. It uses DirectX9 for rendering and is a continuation of the aforementioned OpenGL plugin. Also, make sure your video card has support for PS 1.1!
Definitely the best plugin for Paper Mario 64. Try it out. No flickering, fixed textures. Its perfect.
I searched all day for the right one and this has to be it.
Btw I am using Project 64 1.6