you might not even want to install the version of SB that is on the cd. you can download the 2.370 "beta" version from esimgames and install it. you will need the codemeter dongle to be able to play. this is what i have installed. the only reason i can see for using the version on the cd, which should be 2.328, is if you are trying to play multiplayer and that is the version the server is running. 2.328 and 2.370 will install to different folders, so you can have both of them installed at the same time. 2.370 is available on this page: http://www.esimgames.com/Downloads.htm#Steel%20Beasts%20Pro%20PE%202.370%20Beta the latest codemeter software can be downloaded here: http://codemeter.com/us/service/downloads.html it won't hurt to check to see if a new firmware is available for the dongle. you can do this easily from the Codemeter Control Center Panel where there is an option to check for an update. also on the Codemeter Control Center Panel, at the top under "Help", you can register the dongle. it is a good idea to do this. once registered, if the dongle is lost or stolen, you can use your account to lock that particular dongle. then you will be able to obtain a replacement from esimgames for a fee and you won't have to buy a new copy of SB Pro PE and pay the full price.