I must've been very bored one day because I had nothing better to do than change the 'empty' and 'full' icons for my recycle bin. I followed these directions: 1) Open HKEY_CLASSES_ROOT\ CLSID\ {645FF040-5081-101B-9F08-00AA002F954E}\DefaultIcon 2) Change the (Default) value to "filename, ##." 3) You can also change the Empty and Full icons for the Recycle Bin using the respective values in the key. It seemed simple enough, but the icons won't switch automatically. The only way the 'empty' or 'full' icons change based on the recycle bin's status is by clicking on the desktop and clicking on F5. In other words the 'empty' icon doesn't automatically change to the 'full' one when a file is put into the recycle bin. The two icons are named recy~1.ico and recy~2.ico and are set to correspond with the 'empty' and 'full' values in the registry. However, I'm not sure what to put for the 'default' value. Any troubleshooting tips so that the correct icons are displayed automatically will be very appreciated. Mark Scott Goldstein