I have a Dell PowerEdge 2950 with Windows Server 2003 R2. Dell had partitioned the hard drives (RAID 5) into C: (12GB) and D: (123GB) and then pre-loaded the OS on C:. When the machine was new, this was okay. The only apps other than OS-related items installed on C: are UltraVNC, Backup Exec 12, and Sophos Anti-Virus (the Sophos Enterprise Console is installed on D:). To install the Sophos upgrades from 4.5 to 5.1 and then from 5.1 to 5.2.1, I needed to free up some space. I changed the TMP and TEMP environmental variables to point to D:\TEMP. I also moved the pagefile.sys to D:. I was able to reclaim about 3GB of space. During the process of upgrading the Sophos Enterprise Console, the install gave me a free copy of .NET Framework 4.0. That took some diskspace. Then Windows Update reared its head and gave me a ton of updates. After rebooting the server, I now only have 300MB of free space on C:. There are still Windows Updates to do and I'm pretty sure that's not enough space to install them. Can someone tell me where I can get some more diskspace on C:? There are alot of previously installed Windows Updates (years old) that can probably be removed. At one time, I used Uninstall Cleaner (trial version) to help with that. Even still, those Windows Updates backup files only occupy 300MB of space. What about the winsxs folder? The Windows Updates Software Distribution folder is pretty clean. Nothing in the LogFiles folder. C:\WINDOWS\TEMP has been cleaned out. Disk Cleanup has been run. One thought was to move my the SQL databases that Backup Exec and Sophos use (I think they're on C:) to D:. Any other ideas short of getting Partition Magic involved? (That scares me because I had a bad experience with it once.) Thanks.