If I understand your proposal, the currently invisible tools are at the top of the list (in bold), in the left-to-right order in which they would appear if you resized the window much wider. The currently visible tools would be below the invisible tools in the list (not in bold) and would also appear in the left-to-right order in which they appear in the window. That's not bad. I think you should perhaps implement that, if possible. Only user experience with 6.0 will tell whether that is the best choice. Ultimately, users might ask for a preference that determines the order of items in a Show List popup. In addition to the one you are suggesting (and I am recommending you implement for 6.0), one could also imagine an ordering sorted by name either before or after sorting by visible/invisible status. I guess the possibilities are endless and the best choice may depend on how the user finds the right tool (by position within the list or looking at the names and expecting them to be sorted).