Yes I'm running XP x64, but not running nlite in sp2 xp compat. mode. I Already redone all the nlite process (again without compat mode) and slipstreamed XP SP3 to the CD, leaving some other things untouched and removing only some things and doing some tweaks, the ISO with problems was 263MB new ISO is 508MB and IT WORKS like a charm!!! Installed on VMware Server and after install running system only uses 73 mb RAM. Installed Office 2007 Pro Plus and it run OK! About the CD Source believe me, it's original from MS because I'm a Certified Partner for Microsoft, Citrix and VMWare, all this work I'm doing is related to a Virtual Desktop Infrastructure project where I need to remove non essentials services and programs to keep Windows Virtual Machines consuming as little memory and Disk as posible! And after this test I'm just closer to the goal! Now I only need to reduce ISO size to remove even more services and unneded files. Thank you!