i have a list of files that i need to run script on. i need a simple script to help me accomplish two things:
1, run a script over the folder that is containing these files to re-name these files
2, as some are audio files, i need a script to also re-name these file's 'Title'

You aren't giving much information here..
1. rename how.. ask for a new name for every file in the folder?
2. I don't know about wma files but for mp3 files you need a 3rd party CLI program to give your script the ability to change the id3 information, like this one here: http://home.wanadoo.nl/squell/id3.html

specifically (in this path 'C:\Documents and Settings\johny\My Documents\My
Music') i have audio files (names) in this order:

1, 112file01.mp3
2, 112file02.mp3
3, 112file03.mp3
4, 112file04.mp3
5, 112file05.mp3
etc,

and wants to rename them to:

1, 00112_file 001.mp3
2, 00112_file 002.mp3
3, 00112_file 003.mp3
4, 00112_file 004.mp3
5, 00112_file 005.mp3
etc

when you look into these files property, their 'Title' looks like this:

1, 112file01
2, 112file02
3, 112file03
4, 112file04
5, 112file05
etc,

but i want to rename them to:

1, 00112_file 001
2, 00112_file 002
3, 00112_file 003
4, 00112_file 004
5, 00112_file 005
etc

reason is that i want them to remain sequentialy organized when moved into iTunes
- for iPod. otherwise it mix up in the entire iTune.

Any sample script to do this please? i will do this in xp machine.

Additionally, as these .mp3 files inside each folder are just too many (i listed just 5
above though - but its just many), in all i have over 100 folders. Is there a way to
write this script without specifically describing each .mp3 file name. in other words
to write the script in a way that it can loop from one .mp3 file to another inside a
particular folder?

Hi ericc

Do they all start 112 and what value does the 2nd number go up to, the number after the
file part.

yes all this files starts with 112!

i dont really get your second question - "and what value
does the 2nd number go up to, the number after the
file part?"