We have a Dell T300 that was running Server 2008 Standard OEM. We had a disaster and restored backups to another server running VMWare. When we repaired the T300 we put VMWare ESXi 5.1 (Dell ISO) on it and vMotioned the server back onto the T300. We now see the following: So I then followed the following process: 1) Used the ESX BiosTools to extract bios440.rom from T300 host 2) Used Phoenix to modify that bios440.rom and insert SLIC for SBS 2008 3) Modified the VMX file for the one VM on this server with bios440.fileName = "bios440_SLIC.rom" I use slmgr.exe to install the key and cert and then reboot. When I run the SLIC tool i get the following: (Everything validates and checks out) But I am still getting the warnings about activation / reinstall. Any help is appreciated. THanks.