Yeah, im stuck. I followed exactly what it said in the guide that is pinned. as you can see, In the box you can see what it SHOULD look like, and outside the destop propertys box, you can see what it IS even AFTER i hit apply/ok. I'm not sure why it does that. It is updated with the latest windows updates, SP2 and everything because i herd that might be the problem. I then installed Style XP and tried using the themes on there. It still ddidnt work. What am i doing wrong? EDIT: Here is another screen shot. I was trying a new skin/theme out incase the otherone was just broken. It just seems to change the colors, but not the styles.