Sunday morning, my commercial version of CounterSpy notified me of an update to version 1.5. After I updated the software, I used the computer for several more hours, and was going to do some video capture, so I rebooted the computer (reboot was not required after the CS update.) When the computer came back up, I was greeted with only a Windows Explorer window! No desktop icons, no background, no system tray or clock, no nothing! My system now acts like it is a throw back to Windows for Workgroups 3.11! I can drill down through the folders to the executable programs, and everything seems to run, however that is a major pain. Also, just for grins, I tried to drag a program out of the explorer window, but just like Win 3.11, I was not allowed. I have tried a system restore to last Thursday, I have checked the system.ini and the win.ini. I have started a new program in task manager (explorer.exe) but instead of getting the desktop, I get another explorer window. Also did a search in the registry for "shell=" but found nothing. I am out of ideas, and have yet to receive a response from SunBelt Software, the maker of CounterSpy. Any help will be GREATLY appreciated!