I remember a time when one ran an 8080 at 33Mhz... with an amber screen... soon replaced with an "engineering paper white". BOTH size floppies, and a brand new 10Meg hardrive (that only cost 0!)... Ran my enginnering software in MS-DOS... provided you had the correct video driver, that is... and a mouse? What in god's name is that? A friend to keep next to one late into the night and feed little bits of cereal... then things GOT BETTER... OK, not bitching, having been "here from the beginning", I think these tools are great. Until I can't get my work done, and then I get angry... I'm sorry, but I do need some advice. I just installed SP5 from SP3. Proir to this, things were doing fairly well, rebuild times a bit slow on assemblies, but nothing that I couldn't handle. And then the software started acting a little woggy. It was suggested that I need SP5. ok, installed that, and now when I open SW, I get a "Windows Installer Box... "Please wait while we configure SW 2004 SP03 (huh?) and then a little window that says "Distribution characteristic 101". I close that one, and a new "Windows Installer" pops up again with the "Dist... characteristics..." Does this about 6 or so times, and then I can run SW (I don't dare open any "work" in this configuration)! I shutdown and restart, and I get the same thing. I've read through the other posts... is this; -a WinXP Pro SP2 issue? -a "Windows installer" problem - (I did run MS "cleaner" routine - nothing) I have on hand the original SW2004 SP01 Cd's, as well as the SP03 CD's and a download of SP05. Support has run out (I'm basically "frozen in time" with SW2004 - my vendors use it in China. If I were to go to SW2005, it would cause a bit of a problem for them. This is the biggest problem, timing - I leave for China next week, and need to show them this new product. It'd be nice if it ran on my system. System general gnarly bits that everyone wants to know: P4 w/HT 3.2G 1 Gig RAM (no EWE, just RAM) Nvidia QuadroFX 1100 Win Xp PRO (oooohhhh) with SP2 (arrrgh)... more productive, RIGHT? right.... Couple fast HD's (all housekeeping done... hired in a nice little family, live just under the second drive, don't make much noise, and the food they cook, yummy...) Bunch other stuff thought I needed... not one of them is useful other than the extra fans... am looking into those cool lights you can put in there. The flourescent ones... noise? what noise? OK, really enough. Thank you - thank you for your kind help and words of encouragement. B'rgds, Mike Tripoli