First- Thanks to all who've offered help. I'm truly grateful. A new twist to my little deal: First, for clarity; I have a AGP 500 upgraded to 1gig via Sonnet CPU. I have TWO 18gig Ultra SCSI internals (and several external drives). One of the internal drives was a OS-X bootable drive with Photoshop and one other OSX ap. The other drive is OS 9.2.x and lots of new and old aps and data. I decided to update the OS-X drive to 3.9.x and simply decided to wipe it clean, do a fresh install and re-load the PS and other ap. 3/4 of the way thru loading the 1st Panther Disk, it froze. I forced a shutdown and tried again, same results. I decided to do a more serious erase (zeros and ones). 1/8th of the way through it froze. I had to do an other forced shutdown. When I tried to boot the drive, it couldn't be found. I thought it was dead. I tried a couple of different CD boot up and ran TechTool. No luck. After trying everything to resurrect this drive as last ditch before giving it either it's last rights or using the FLOOR tool, I got it to mount and initialize somehow. Now, I've initialized from Panther Disk Utilities (cd boot), tried partitioning, tried to install Jaguar, 2 dif sets of Panther (orig and my back up CDs), and each time, the process stops near the end of the first CD install. Tech Tool, Disk First Aid, and Disk Warrior don't think there's anything wrong. I also tried to install from another external CD. No luck. Any guesses or other things to check? I'm sure I'll install an IDE drive later, but for now- I just thought I'd exhaust all possibilities. Thanks, Jay