MCT, That's a slight possibility. However, it seems they install just fine, as when they don't install properly I end up with a blue screen of death on the next boot and usually something akin to unable to mount boot volume, or something like that. Astalavista, it's right after text-mode setup, I don't have a runonceEX.cmd and the winnt.sif well, I'd have trouble believing that could be it, there's nothing special in mine, just default hide and the file generated by the XP SP2 deployment tools. I'd post it anyways except I've kinda thrown it away in frustration until something else comes to light. On a second note, I did dink around with it more, and I managed to get it to a point that I could choose to boot in safe mode, and I was able to see that it's freezing whilst loading mup.dll. So, not sure what that means or how I'd fix that.