Rayraz, Win98 doesn't have a system restore folder. :-) It was introduced in Windows Me and you could have done the same thing in Win98 only with third-party programs. BTW, you should be logged in as Administrator to delete some things. Ang, if it's any consolation, my previous computer was P I, 133 MHz, with 32 MB RAM and 900 MB hard disk. True, I didn't do any Bryce on it, but I was working in Photoshop (version 4) and it finally refused doing some filters when I had 16MB free left on disk. That thing with Scandisk hanging up is perfectly normal when it doesn't have enough breathing space. What you can do is to go to Control Panel -> System -> Performance -> Virtual Memory and see whether "Let Windows manage virtual memory (recommended)" is checked. If it is, check the bottom option, for you to decide how much VM there should be. For the minimum value leave zero, but for the max value put 192. Now see whether there's more free space on the disk. You see, if there's not enough RAM, Windows put the data on the disk, in a swap file. If left unchecked, they would occupy all of free space on disk. OTOH, it might not create more space. OTTH, if you can borrow a CD burner, you might burn things like old scenes, models and textures onto CDs. I know I keep mine on hard disk :-), and I also need to offload them, because my disk got only 8GB left. From 40. My Bryce folder (scenes, tests, models and textures) is more than 9GB.

-- erlik