ok the resolve was to disable UAC. bloody windows 7
Thanks to those with ideas
Al

-----Original Message----- 

Are you sure you don't ALSO have SP1 runtimes somewhere on that system, 
left over from before you installed SP2?  As someone said, VFP can find 
its runtimes in several ways, through the path or through the registry.

We have always avoided the problem by putting the (correct) runtimes in 
the same directory as the .exe.


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