Thanks Rik and FG, It's just AdAware. The old version always reported approx. 120,000 files scanned and the updated program (AdAware 2007) has consistently reported approx. 450,000 files scanned. There hasn't been any slow down or instability- the system runs just fine. The new program doesn't take any longer to run (abt 15 min.) It just reports 4 times as many files have been scanned. Thought I should ask if this indicates a possible growing problem. DRB