Thank you Tripredacus, wasn't sure if it was strictly a 64 or 32 bit problem. or both?? I did manage to get it to work by switching the sata cables on ports 2 and 3 on the motherboard (Hard Drives D: and E: in Windows). I double checked my motherboard user guide (P5QC) and there listed as: 1-2 3-4 5-6 So in order for Windows to see them in order, 2 and 3 have to be switched in bios, making them out of order there. Weird? Anyways, thanks for the help all, problem solved...close if you like.