yes, we're still using PD3 (b5638) win XP pro, on iMac osX 10.4.11, 2.16 intel, 3gb sdram. VM is just for QB pro that we use for our business. nothing else. Lately, vm slows down a lot. yesterday, as we're backing up everything, after we shut down, we got this message when we open the vm again: Parallels Desktop is unable to access the virtual hard disk image file /Users/doughco/Desktop/XP 2/XP 2.hdd. The file is used by other application please help. and many many thanx