There's a couple of options available. One is to reboot the machine and press F8 when WIndows starts loading. This will display a menu of startup options, including Last Known Good configuration. Selecting this will boot the OS in the configuration it had when it last started normally. If it then discovers a "new" modem and offers to install it, refuse it and let it boot normally. Then use Device Manager to remove the modem completely, power down and physically extract the modem. The next startup should be mormal, unless you've booted several times since the problem began and all the backup configurations are bad. Another choice is to boot from the original CD and allow the Install process to begin. You can then select the Repair option to attempt to restore the original configuration as it was first installed. Before you attempt this, though, remove the modem physically from the machine and make sure the BIOS is set to boot from the CD first. The CD itself is bootable, but the BIOS has to look there first, before trying the HDD. This option will also require you to reinstall any hotfixes, patches, or service packs you've installed. Good luck:-) This Signature is Temporarily Out of Order