Ok guys I have solved the issue of the omg1to2.exe program freezing or not working. Here is what you do...when the illegal operation error comes up or whatever just wait...cause what happend is that it was only the dialog box that closed that showed the progress so its still converting your files...it just doesn't show the progress....just use alt+ctrl+del to see when the program isn't running anymore. After its done running all your files should be there but won't be in their correct albums...you need to make play lists for the albums and just use playlist view as described in an earlyier post. Good Luck to all SS 2.x to 3.0 upgraders or back-up restorers Mike 3 year mini-disc user