Ok, heres my guide if I sound like an a** during some parts please forgive me, as its after 2am here. Do all this from scratch to prevent errors and only use x86 stuff VM's are 32-bit ONLY (yes its a B!$ but humor me) I have this all setup in a DOC with pictures and all but it has company info, because its for my co-workers in IT and I need to strip all that and then I'll post it, it takes time. Give me a break I'm only 17 Ok to start you will need: 2x Servers I perfer 2008 but 2003 SP2 (can be R2) works fine (NOT ON VIRTUAL SERVER for now at least, I'm testing it) 1x VM for Capture and Deploy (NOT ON VIRTUAL SERVER) 1x Windows Server 2008 "boot.wim" 1x WinPE 2.0 from WAIK "winpe.wim" Options: Create Three vm's on a single machine with enough RAM for all 2x Windows Server 2003 "128MB Ram"x2 = 256mb 1x Windows Test Machine that can run Windows Server 2008 Boot Image (Made from 2008 boot.wim, Windows 2008 setup requires 512mb) ""512mb RAM"x1 = 512mb 256+512=768 Total RAM + HOSTRAM(512mb?) = 1.28(1.5) GB (Recommended 2GIG) OR Create WDS Server andor Domain Controller andor Client(Widows XP) on physical machines OR(not tested) Create the two server on VS but have client on a DIFFERENT physical machine, VM or spare laptop or something. Note: I have not tested running the DC and WDS Build Server on VS I can't say it'll work, yet. WDS Will NOT Work fast or sometime at all when all three, especially the client are VS's on VS, plain and simple (90 minute waits), trust me on that one I've spent days at work trying to figure that BS out, finally I gave up, its to easy to get around, get a 6715b, i.e a decent laptop or desktop. Throw 3gigs of ram in it and install VC2007, done. Step One: Create first server (1), name it 2003AD or something that references that it is an Domain Controller Install Active directory name domain "WDS.Test" Set static IP 10.73.1.1 Set static DNS Crap Install DHCP Add scope call it "WDS Test" Scope range 10.73.1.25-100 Activate scope Restart, login Create new Domain Admin, pick fancy name (oh, and set a **** password, a good one) Return server to logon screen, its done, set and forget. Step Two: Create second server (2) Name it 2003BS (Build Server) Boot Login with new Domain Admin Set IP 10.73.1.2 Add to "WDS.Test" Domain Install WDS Start>Control Panel>Add or Remove Programs>AddRemove Windows Components>WDS Restart Login with fancy new Domain Admin Watch Stargate-SG1 And Atlantis Go to WDS MMC Start>Admin Tools>WDS Right-Click>Configure Server Respond to all, uncheck add image now Finish Add Windows Server 2008 boot.wim *disable this as its useless alone* Add Windows PE boot.wim from WAIK Right-Click on vista PE and click "Create Capture Boot Image" Right-Click on Windows Server 2008 Setup and click "Create Discover Image" Step Three: Create Windows XP VM Install Windows Sysprep it Reboot Step Four: Boot WinXP VM off network Select Capture Image Follow prompts Save image to a local drive (this must be done) then click the check box to upload it to the WDS server. Type the server name (2003BS) and click connect it will change the name to one with the full dns tag. (2003BS.wds.test) Name image Windows XP Syspreped, click next, and wait. Turn off when done Step Five: Optional as windows setup has options for this, but I know how to use diskpart to a "T" and I show it. Boot WinXP VM off network Select WinPE Image tyoe "diskpart" at prompt then "Select disk 0" then "clean" "create partition primary" "select partition 1" "assign letter=C" "format fs=ntfs quick" (DO NOT forget the "quick") "active" (Don't forget this as windows won't boot without it) "exit" "exit" (not a typo VM will restart) Step Six: Boot WinXP VM off network Select Discover Image Follow Prompts User= WDSFancy name admin password Select Windows XP Syspreped image Follow prompts (format drive) it will reboot when done Step Seven: Your done transfer all settings into real world environments, using you own server names, domain servername, etc. Step Eight: I'm F@#$%*! done its 3:30am now, an hour and a half not bad. Please list all problems I want to hear them, this should work, and I really hope it helps you. p.s i know the picture is wrong, but its all i had.