Directory of G:\ 08/25/2008 04:42 PM 85,177,872 X14-63452.exe 09/10/2008 11:58 AM 133,129,475 boot.wim 09/10/2008 12:12 PM 2,783,166,763 install.wim 3 File(s) 3,001,474,110 bytes 0 Dir(s) 0 bytes free When you run it, it has to be where it can write, because it (the exe) expands. So right now, you can only run it as an upgrade from within Windows. So you can't get a "clean install." (*&_()*& Chuck