DAZ apparently needed the "!" in front so that their patches would find the source. Other people report that Vicky3 works ok when renamed, and I don't think that it mattered what the early versions of Vicky and Mike were called when they were upgraded. I'm on a Mac, so that may be different internally... but all a patch or upgrade should do is search the drive for the early file. What's going to be fun is... when Mike 3 comes out... and HE has another 30 files starting with "!". There may even be... children. (I have a look on my face similar to Saruman's.) Carolly