I don't have WinXP but in Win2000, you can move your temp files to another drive. Right click on My Computer, select properties, go to the advanced tab, Environmental Variables and change the path to a folder on your 40GB drive. This is under Win2k, don't know if they changed this under Winxp or not (gee what are the odds?). As Ericroy said, you can also chage your swap file to the 40GB drive as well. Regards- Lemurtek