Does service pack #3 include the latest update to Oleaut32.dll? I have made both changes on my 4.0 NT system, but could not determine which Oleaut32.dll you have on your system. Again, I have not seen your exact problem, however, this OLEAUT32.DLL update has solved a lot of GPF's for our customers using VFP 5.0 with the latest VFP DLL's. If you have current OLEAUT32.DLL, you might try shutting down all other programs / processes and sneaking up on the problem by isolating it. ( from reviewing your task list in the Dr. Watson dump, I didn't see too much you will be able to exclude, but that is where I would start ).