Hmmm...there doesn't seem to be a much of a problem. Try removing the duplicate KB890830 that you have. Oh, wait, you seem to have the wrong version of a few hotfixes. Compare your folder to Tomcat's list (in his sig). I believe your problems include, but are not limited to, the following: 1. You have the DX9 version of KB904706 (should be v2). 2. You are using KB917734 for WMP9 (should be WMP10). 3. You are including KB891122, which HFSLIP cannot slipstream - it simply contains wmfdist95, which you have already extracted, so remove it. There may be others that I haven't noticed. Also, as a precaution, try comparing your checksums with my list in this forum. And one more thing - remove the spaces and underscores in your path.