Hey GP, There are lots of stuff in the System32 folder and when you are hijacked with evil spyware's u ain't gettin' rid of it without a proper software, not even a formatting will help cause some trojans does corrupts the boot files. Unless you do a low level formatting some of the trojans and viruses does exist. People does lot of stuff with their registry using regedit and stuff but that is not going to get rid off the spywares. So, best thing will be to buy a software like Spysweeper which is really great and will get rid of your spyware's ... those free spy blocking software does not work though. Now, if you don't have any important files in your computer then do a low level formating with a 98 boot up disk. First go the BIOS and the go to boot sequence and put floppy drive as the first boot up drive. Now, Insert the 98 boot up disk.. when you get to A:\ write fdisk then press Y and Y again. Then it will give you 4 choices. Press 3 to delete then press 4 to delete non dos partiotion. Then press 1. Then Yes then Enter. Then if there are more than 1 partition repeat the same thing again by pressing 3 and then 4. Now it will say you have to restart the computer. Restart it with the boot disk inside. Then you'll get a:\ again. Type Format C: then Enter, Type Y and enter. It will do the formatting. After it completes the formatting you'll see if you want any volume name just press enter. Now restart the machine with the WinXP disk but without that boot disk and do the fresh installation.. this will get rid of everything on the disk. If it does not find the XP disk while booting .. you have to go to the bios again and change the boot sequence to CD_ROM as the first boot up drive. Hopefully this will fix your problem. Good luck