Welcome to MSFN. If you do a little search on the forums, you will find a few posts on exactly which files and folders to copy from the second CD to the first, so nLite won't complain. I'm afraid it's probably the only way. As for reducing it, YES, there are a few things you can safely remove: tablet PC, languages, keyboards. If you aren't using the CD to upgrade an existing installation, you can also remove Manual Upgrade and Install (40MB). Does that sound good enough? Edit: examples and Cheers