I have a Win2K Pro SP2 workstation that runs two 16-bit apps specific to our vendor. Just 2 days ago we began to notice numerous Application Popups for NTVDM.exe and CMD.exe. I also notice several instances of these 2 processes running in Task Manager. I've had to use a kill utility to kill them then start the two 16-bit apps back up. I keep repeating this process to get rid of all the excessive occurances. I ran a virus scan on this "server", scanned the HDD, and Defragged it. I also re-applied SP2. We didn't find any viruses. Does anyone have any other suggestions for why all of a sudden I would get so many occurances, when we've never had this problem before in the year+ this "server" has been running. I realize I could try SP3 or SP4, but the vendor has not approved that yet (yes, another issue), so I'd like to see if there is something else I can try before doing something out of our support range.