I have not seen many problems with modems when upgrading to XP. I have been trying to install XP Pro on my neighbours machine. It upgrades OK, but doesn't connect to the Internet. If a check is made on a telephone whilst the modem is dialing the automated voice of the telephone operater can be heard saying the line is engaged. I have never noticed this happening when dialling the internet before. As soon as XP is removed again the dial up works fine. He has a MDP 3858 internal modem. An automated e-mail reply from Aztech says that the modem doesn't support XP or ME, although he is using it with ME fine. However on their Web Site it refers to XP drivers for the 3858. I have tried these but they doen't appear to load. Using update drivers and pointing to the folder only brings the response that better drivers than those installed could not be found. Anyone else using the MDP 3858 modem with XP?