Well I have a problem I installed win32s with my S3 video drivers then when I run the free cell win32 program that comes with win32s the screen gets garbled and windows locks up, I remember having a similar problem with win3.x and a s3 card with win32s that I had years ago only not as bad it would just show a glitch in the right corner of the program window that I was running like the free cell window, is there a fix for this or is it just an expected error for S3 video, why did Microsoft have to go with it, S3 always was crappy.

I had the exact same problem. I solved it by uninstalling the win32's and then reinstalling them. it might also help if you reinstall windows also.

Thank you that sounds like the sulotion I was looking for, I used a prebuilt virtual machine, and copied over my exsisting win3x files from an old custom install. I had already considered doing a fresh install but I didn't really want to start over with windows 3.x. But I guess there is no avoding it when installing onto a new system via virtual machine..