Hey, sorry about the registration thing. I've had the same guess about the file permissions. I've added IUSR_MACHINENAME to the PHP Directory, C:\Windows\TEMP. And in a desperate attempt also added access to %USERPROFILE%\Local Settings\TEMP which is the temp for my username. I couldn't figure out what it was trying to access but I will try filemon. I was hoping IIS would log what it was trying to access but I couldn't find it. I'll play with Filemon and let you know when I figure something out.

Thanks so much for your input!

Jamal