Well, you'll need to set your computer to boot from the CD first, then put your Win2K CD in and run it (If you have any important files on the drive back them up before you install 2k). Then, run through the Windows 2000 setup and there you go, it's installed. You do know Windows 2000 is old and no longer supported by Microsoft, right? I repeat, back up files of any importance to you before you go and install 2000.