Folks, Thanks to all with suggestions, but thanks to Gene COllins we found the problem. We chatted about it and tried a few things then went ahackin' and found that in /var/lib/dpkg there was this here file with one line of text. See I was trying like hell to find a file called statusoverride, but no such bugger was there. It turns out there is a statusoverride.old file, but the problem child was statoverride which contained one line of text. root Debian-exim 0640 /etc/exim4/passwd.client Now once that line was removed, no problem, I got exim installed without any hitch. I knew there had to be some file somehwere that was causing the problem, but my reading on dpkg never lead me down this path, but I hadn't found a great deal of material on dpkg, but Gene was very helpful and worked through the problem with me. Scott