when you try to create a console process with CreateNoWindows= true it will work fine on windows NT/2k/xp but on windows 9x/ME the console window will pop up anyway. Quote from MSDN (Article "Process creation flags") CREATE_NO_WINDOW: The process is a console application that is run without a console window. This flag is valid only when starting a console application. This flag cannot be used with MS-DOS-based applications. Windows Me/98/95: This value is not supported. I don't think this "bug" will be fixed. This flag simply isn't supported by Win95/98/Me.