Hi Doc: I recommend the free Express versions of the Visual Studio. They are easier to work in and provide the same IDE and allow full rights for your development and sale of your products. You only use Visual Studio, the full blown version, if you have a reason to use it. It is faster working in the Express versions and they are easier to maintain if you have to remove or replace them. You can Google on words like: vb.net express or c# express or Sql Server Express or visual basic express or visual studio express, a complete package of all the Express Products, or vb express 2008 or vb express microsoft download etc... You will want to read the Microsoft downloads instructions and requirements for a product. You can do that by following links to the Download page. Before you download and install one of the products there will be sections on the page about installation instructions, prerequisits if any, system requirements and I guess that is what you are asking about. What do you want to do with Visual Studio? Do you want to develop a desk-top application or a Website? Do you have programming experience in a language? If you have experience in a language then that is the puppy you want to get as an Express version. Downloading and installing the Sql Server is tricky and confusing but downloading the languages is pretty straight forward. The questions are: How experienced are you in a programming language and which language? What do you want to build? Do you have Database Experience? Rick USAto