i reinstalled .NET and also nlite and nothing. i figure it's a compatibility issue when upgrading to sp3 from sp2. i state this because i made an xp cd with sp3 integrated, tested it by installing to a pc, then i installed .NET framework, and then nlite which worked fine. starting from that clean XP SP3 install so if you have sp2 and nlite working don't upgrade your windows installation to sp3 if you don't want nlite to stop working!!!