I use EndItAll 1.0.0.33 on WinME just fine... As for your actual question. Be sure your current hardware has drivers that will work with Win98. This is the same/opposite problem that most "upgraders" would have. I believe you can not do a "downgrade" directly (or easily) and keep your settings and programs unless your installation was an "upgrade" and the proper choices were made during the upgrade, and the backup files saved by the OS still exist. Rick Glazier From: "chtucker" <[log in to unmask]> > I like Win 98 (:-) > How can I replace Windows Me with Windows 98 > on my 1.4 G Athalon ? And is it a good move ? > Many of the free utilities, like EndItAll, don't seem > to work with ME. The NOSPIN Group is now offering Free PC Tech support at our newest website: http://freepctech.com