Wow! Guess I've been lucky. We are supporting Foxpro D 2.6a legacy apps while we upgrade them to VFP7 (in the process now). We have not had any problems with FPD26a and W2k (except for a few printer configuration mods we had to make). I do, however, have very similiar memory settings mentioned in your thread as well as the pif's setup though so maybe that's why ours has been working with no problem? Our FPD26 apps are at HUNDREDS of locations and maybe 30 of them are on W2K. The rest are either W95/98/NT or Novell (any of them).