I believe the problem is you're using a WinModem or a modem built into the motherboard with a "riser" card. You will need to find the XP drivers to use this modem as it is not detected as a Plug and Play device like the hardware type. If your original CD doesn't have XP drivers and the company doesn't support the modem with newer drivers on the internet, you can try using Windows 2000 drivers, they sometimes work. Using the modem setup, your system will detect the modem and you will be required to reboot to use it. You will also find a new icon in your control panel that you can use to control the port number (COM 1, 2, 3, etc.) it uses. One other thing... use the "transfer settings wizard" on the CD, BEFORE you upgrade, you might find that the manufacturer gave Microsoft new drivers and XP will set up everythig for you! Howard Rubin The Computer Doctor Fortaleza, Brazil Curious about the people moderating your messages? Visit our staff web site: http://freepctech.com/staff.shtml