Hey Wulf and the rest of the gang, I seem to be over the hump on my shutdown and system busy problems. But I hate to say that I still have no idea of exactly what fixed the problem. I have probably spent 20 hours trying to find a solution. I uninstalled 1.6.2, and Zonealarm and Spybot, did all my "Windoze" Updates, THEN I re-installed 1.6.2 and ZA & Spybot and shutoff ZoneAlarm & Norton email virus monitoring and killed the service run command for VSMON.EXE from Zone Alarm and all other uneccessary running services or processes in the Registry. Whenever I need to run scandisk, I have to shutdown Zonealarm completely. Then I Scan and Defrag and then restart the PC. Zclient prevents Scandisk from running, that is for certain. I believe that between the logging function of ZA continuously writing to disk and the recent Winblows updates from Micro$oft there is a conflict. ZA changed their firewall to add email virus monitoring I don't want or need and M$ screwed up their update code, probably deliberately to FORCE people into XP. I also believe that ZA is running services that while they are compatible with XP, are NOT compatible with Win9X. It is time to find another lightweight freeware firewall cuz ZA has lost my support! There is no longer any "real" web based support for the freeware version, they edit the support forums to remove info on problems such as the ones I am having and they are getting into the M$ "Bloatware" mindset. Micro$oft will lose my business just as soon as someone sells or provides a version of Linux that has an "id*** Proof" graphical user interface and installer routine. If it wasn't for the fact that I need to use their software for work, I would have blown them off long ago. Alper, If you read this, when will 98 become "Public Domain"? When it does, I hope you can get your buddies to come up with mod's enough to show M$ that they missed the boat by "Orphaning" this OS. Why does everyone think something is broken or needs "upgraded" when "Less is More". Keep giving them Hell!