I once made something similar, the way i resolved it was to make a form with no border, it was completely black and took up the whole screen, when i showed this form i said: form1.showdialog Then I had my password form popup in front of that also using showdialog. Showdialog means you can't do anything with the program until the dialog form has been taken away. This means, if the form blacked out the whole screen, you could not click the start button or anything. To find screen resolution height and width so it works on any resolution: My.Computer.Screen.Bounds.Width My.Computer.Screen.Bounds.Height Use these values to size your blackout form and set the password box to show centre screen. Make sure both forms have the topmost property set to true. Now, you will also need to block key combinations like Alt-Tab, Alt-F4, Control-F4, the start buttons and Control-Alt-Delete Right? Put these if statements in the keydown event for BOTH FORMS (the keypreview property should be true for both forms), these will block all common key combinations except control-alt-delete, these will not block the start buttons either: If e.Alt Then If e.KeyCode = Keys.Tab Then e.Handled = True End If If e.KeyCode = Keys.F4 Then e.Handled = True End If End If If e.Control Then If e.KeyCode = Keys.F4 Then e.Handled = True End If End If `As for blocking task manager i'm not sure, if your son has a limited account i think it can be blocked, for that account, not sure though. But this should get you started. To block the start buttons, i know there is a way to hide the start menu ro disable it, this may help. -- modified at 23:57 Friday 8th December, 2006 Posted by The ANZAC`