Hi All. I'm trying to perform an unattended UPGRADE (not fresh install) of about 50 Win2k boxes. Problem is that I can't find out how to perform the unattended upgrade. I thought I got all of it, but get the error about there already being a windows directory during the text based part of setup. Of course being in the text based part of setup also indicates that the install I was trying was a fresh install, not upgrade. Is there a command line switch that I need to do to make it a upgrade, rather than a fresh install? I'm also trying to do this remotely using psexec. All is good except for the upgrade Vs. fresh install that I mentioned above. HELP! ! Thanks,