>I guess the big question is "why now?" I've been building setups, including OCXs, for a long while with 5.0a. The only real change is SP3...has anyone actually built a setup with SP3 successfully (first deleting current DISTRIB directory? I'm getting kind of suspicious about the SP3 upgrade...

Okay, SP3 is off the hook :) I finally completely uninstalled vfp, deleting everything, including all System files I could find. Then reinstalled vfp5.0a, then SP3. Now setup wizard does a fine job again. Must have been a corrupt file somewhere...Life is good again :)