Dick, if the update message appears in a small rectangular balloon connected to your icon bar, which is at the bottom, and it says something similar to "New updates are ready ... click here to review them" etc,, it is most probably the Microsoft update utility. If it originally appears on an Explorer type window, it is quite likely spyware, and they have already found a place (or several) on your hard disk, just X it out till you get rid of the spyware. If it is the first case, it is hard to see how you would be harmed by it. I believe Service Pack II does have automatic pop-up blocking, but you can deactivate it by the appropriate icon on the Explorer tool bar (if you have a Yahoo icon, it is next to the Yahoo search box). You will probably have an opportunity to review what the updates are before accepting, so probably no harm done by clicking on the little rectangular balloon. The update may help protect you from spyware and Internet worms. If unsure, you may wish to consult a professional, as these things may get tricky sometimes, some people have complained of problems after Service Pack II.