I've been doing this to winders since dos and V3.1 on an XT clone with a small hard disk. Before that with RT-11 and VAX/VMS 5.x. Seriously, if you take say W95b and pare out all the junk it's both small and surprizingly robust, this appied especially to MS IE and OE. How small? For W95 with Ip networking it was under 29mb of on disk stuff! I may add that putting Office97 on a W95b/98 system was by far the fastest way to bloat it and destabilize it. The real trick is not pruning it out but changing the install scripts to not put all that cruft in! Allison