hey Doug... I dunno if this will work with ME, but it does for win9x... do a search on your system - including ALL files - for " *.pwl " [without the quotes] you have to have file options set to show all files, including system files. delete all files with the .pwl extension and reboot. when you get the windows log on/password box, do not enter a password, clear the next password box and click ok. you shouldn't get that pesky little box again... if this works on ME. as for your ZA issue, that would be something in ZA's options [set to check for a program update everytime it starts] or your start up menu. ~s ----- From: "Doug" > Thanks for that, I tried that on my win me system and it didn't work ? To unsub or change your email settings: //www.freelists.org/webpage/pctechtalk To access our Archives: http://groups.yahoo.com/group/PCTechTalk/messages/ //www.freelists.org/archives/pctechtalk/