Hi TD, You may be able to Restor Windows to an earlier clean boot; --------------- How to Manually Restore the Windows 98/Me Registry http://support.microsoft.com/default.aspx?scid=kb;EN-US;q221512 Under normal circumstances, Windows is capable of detecting and recovering from registry errors automatically. If Windows is incapable of this, a previous copy of the registry can be restored manually. Windows makes and stores a backup of the registry when you start your computer successfully each day. By default, five previous copies or the registry are stored. To restore one of these previous copies: 1/ Start your computer, press and hold CTRL, and then choose 'Safe Mode Command Prompt Only' from the Windows 98 Startup menu. If you are running Windows Me, start your computer with the startup disk. 2/ At the MS-DOS prompt, type 'cd\windows\command' (without quote's), and then press ENTER. Where "windows" is the name of the folder in which Windows is installed. 3/ At the C: prompt, type 'scanreg /restore' , and then press ENTER. 4/ Select the previous registry you want to restore, and then press ENTER. NOTE : A properly working registry has the word "Started" next to the date. 5/ When you receive notification that you restored a properly working registry, press ENTER to restart your computer. Be sure to back up your registry before making any changes! Click Start, and select Run, then type in MSCONFIG and click OK. In the 'General' tag, click 'Create Backup'. Mike ~ It is a good day if I learned something new. Editor MikesWhatsNews see ~ http://www.mwn.ca <mikeswhatsnews-request@xxxxxxxxxxxxx?Subject=subscribe> See my Anti-Virus pages <http://www3.telus.net/mikebike/mikes_virus_page.htm> <virusinfo-request@xxxxxxxxxxxxx?Subject=subscribe> A Technical Support Alliance & OWTA Charter Member ******* Mike's REPLY SEPARATOR ********* On 7/27/2004 at 10:57 PM tdeeork wrote: Installed camera soft ware on my dell pent 3 running win 98 se. It loused a file and haven't been able to solve it, Used ultimate boot disk and can't even re insatall it with win 98 se cd. Need help badly. TD