Sorry I dont undertsand what you mean by OEMBIOS Tool Program ? Do you mean the OEMBIOS.EXE I used to identify the SLP in my bios (this was linked to in earlier post in this thread). I had to create a bootable USB drive with DOS and ran OEMBIOS from there, as it does not run in my current OS (win2003 X64). I thought there was just OEMBIOS.EXE, nothing else to run. What I did was download the torrent file, this contain only 4 OEMBIOS files, I did a Makecab on these files and copied them to the AMD64 and I386 Folder of the CD, overwriting existing ones. I then took Setupp.ini and WINNT.SIF from another link and copied these to same folder on CD, using the relevant SLP key. Then created install of this Win 2003 disc in VMWare 6.5 and it still asks for activation ! Something is not right and I think its the way I created the disc. Sorry, what do you mean by 'Then in the OEMBIOS tool program, make a Dell folder and drop those files in it. Run OEMBIOS tool, it will copy those files in there and you should not be prompted for activation.' - I am obviously using a diffrent OEMBIOS tool or not using it properly.