a/v disabled, same result. Also attempted unlocker, which failed. The mounted image is from a network drive running 2008R2, if that matters. I did mount it r/w. EDIT: I've also checked permissions, taken full ownership, allow all, same result. There actually appear to be only a few files interfering, as I have been able to delete most of the folders inside the Windows.old subfolders. Will try to post the specific interfering files/folders once I isolate them. EDIT: Here are the paths: C:\mounts\Windows.old\Windows\assembly\ I am unable to either delete nor uninstall these assembly files. "Used by another program" errors. And this empty folder: C:\mounts\Windows.old\Windows\Microsoft.NET\assembly\GAC_32\System.EnterpriseServices\v4.0_4.0.0.0__b03f5f7f11d50a3a access denied, along with this one: C:\mounts\Windows.old\Windows\Microsoft.NET\assembly\GAC_MSIL\Microsoft.Workflow.Compiler\v4.0_4.0.0.0__31bf3856ad364e35 also an empty folder, which gives access denial. Every other file and folder within Windows.old inside this mounted .WIM image appears to be deletable.