I went that extra step, and edited the WINNT32.MSI from Windows XP Pro SP2 for you. I have no idea if this file is different in XP home. The attached file also contains an UPGRADE.EXE with goes in the root of the CD. Executing UPGRADE.EXE automatically starts the upgrade proccess without any further prompts for input. Of course, for all this to work properly, UNATTEND.TXT in the I386 dir needs to contain the proper format and CD KEY for your version of windows. This is different from the way its listed in WINNT.SIF [userData] ProductKey = xxxxx-xxxxx-xxxxx-xxxxx-xxxxx shark XPCD.7z