Happy Holidays everyone! If someone can help me, things will be happier for me too. I've been reading posts for hours, trying everything to solve my problem. Got rid of the vxd errors, but Win 98 hangs after loading everything and just sits there. I can get into safe mode to do things and believe me I've tried. Step by step looks like it's loading but then just stops at the end and no Windows. I don't have the original CD because I wasn't savvy enough 3 years ago to ask for it when I had the computer built. I have a start up disk that I made. This is a Pentium 233 with 256k and I haven't had this problem before. It's my workhorse computer. I do have a Windows SE full version that we never used at work. My questions are: should I try to install this over the existing OS using a switch at the dos prompt: setup.exe /NTLDR, or should I try to install it into a separate directory and try to salvage what I can? Would this be like a dual boot and give me the option of choosing the OS at startup like it does in NT 4.0? I've defragged, scandisk (never made it through that), scanreg/restore, done selective booting, unchecked uneeded startup items with msconfig, got rid of Zone Alarm (including the registry key), ran sfc. I still have most of my hair but you all know how crazy these things make you. Also, it's not a virus, haven't had this particular machine online in a good while and checked it right before I took it offline. Sorry this is so long. Thanks for your help.