Hi Pete, Ok,....I finally got to the bottom of this problem, though i haven't figured it out yet. In trying to find the culprit, i ended up first deleting one file at a time inside the Main Fs9 folder, then trying to install my new Fsuipc 3.75, after each try. I ended up deleting all files in the Main folder, with the exception of 3 files that are telling me "Access Denied"....1- the main "Texture" folder, 2- the main "Gauge" folder and 3- The "Modules' folder. So, each folder had a file inside that would not delete ie: Magnetic_compass.gau etc. I then restarted my computer, did the password entry code, hit the F8 key, made sure that i had "Administrator Rights" and went into "Safe Mode". Once in safe mode i was finally able to delete all 3 folders....WHEW!!...I then re-started my computer and did a fresh install of Fs9.....I hated to delete all my add-ons,.....but i had to delete 1 file at a time to try to find the add-on thats causing the problem, so i would not re-install it.....but its still a mystery, but at least i'm flying again......Thnx for your help Pete....regards....jon :D