Looks like Win2K was the culprit. All the w2k boxes had that check box checked. We removed it and I haven't seen an "unapproved update" come thru the log since. That should be a pretty reasonable assumption as the update errors where about 2-3 minutes apart, and I have seen one in about an hour since we fixed the win2k. Thanks for everyones help on this. Mike mgcon@getnet.com http://www.getnet.com/~mgcon Phoenix, AZ USA