Thanx for the feedback guys. I'm gonna hope that my System Commander pro can keep things in check for the boot process. And I'm set with my active partition, I didn't bother upgrading it to NTFS, I just left it FAT32, (I have Win98 on there too) which doesn't affect Win2K, it just negates much of its file system management enhancements. No big loss if it doesn't work though, I'll just wipe the drive and start over