I made an XP disk with all the patches (using the version of XPCREATE that required manual patch downloading. This worked fine when I tested it for a new installation, and Windows Update showed nothing to be done. However, when I used the same disk to upgrade an existing Windows 2000 installation, although it worked and went through cleanly (though there were some nasty messages in the event log for the first reboot only), Windows Update wanted to install 15 patches again afterwards (8 critical, 7 recommended). Has anyone else seen this? Paul