I just got a replacement for my faulty HDD and I'm glad I found this forum thread. I am interested in slipstreaming your SP5 into my Win2K CD before I re-install. Couple questions... 1.) I noticed someone mention that having a SP5 installed might cause problems with Windows Update in the future. Any further information on this? 2.) How's it coming? My new HDD is burning a whole threw my desk waiting to go into my computer. I wanna be clear that I am not a whiney grabby guy that expects everything in the world for free, etc. If you get it done and when then I'll be thankful, but I am just curious because I want to know if I should bother waiting for it to be finished or if I should just go ahead and re-install w/o it. Thanks Gurgelmeyer, Project looks great. Way to fill the Gap. -matthiaselmo