I've checked all of those and no difference. The install was from ZIP in the first place. There was SQLEXPRESS and SQLBroswer, probably connected to VS 2005, running but stopping and disabling it had no effect. The dbghelp.dll file is part of FileZilla Server; which I'm not using. DL'd six versions of it looking for a newer one but, if it's in there at all (last three versions don't use it), it's the same date/time/size. Swapping it in anyway made no difference. MySQL refuses to start with this going on, so my project to finally get WordPress development on a local box is hosed until something can be figured out. This box is a W2k, SP4 - running v1.7.4. I may slap all of the tree over on the XP, SP3 box and see if that makes any difference, but I try to keep that workstation only for graphics and 3D modeling.