OK, I got Win2K hosts connecting to Samba 3.0 on Fedora 1.0 utilizing port 445 and utilizing system authentication via PAM. Utilized SWB to troubleshoot ( a GREAT tool !!! ) Modified the following default smb.conf parms: encrypted = no smb ports = 445 Set NetBIOS over TCP to disable and workgroup to MYGROUP on the Win2K clients (for testing). Win2K clients registry had cleartext passwords already enabled. Current problems: 1. Unable to -see- Samba server on Network Neighborhood; can mount share with net use from Win2K command prompt. Although not mapped on DNS server, the Samba server has hosts file mappings as does the Win2K clients. This *should* resolve any DNS issues for testing purposes. But still unable to see Samba box on Win2K Network Neighborhood. Can physically create mount from from Network Neighborhood. What gives ??? 2. When utilizing SSH and mapping port 445 to localhost 20445 on the Samba server, authentication fails. Samba has smb ports = 20445, interfaces = lo and bind interfaces only = yes for this test. A direct SSH 445 to localhost 445 fails too. Attempted mounting as \\localhost and mapping the machine name to 127.0.0.1 on the Win2K hosts file, both to no avail. Anybody got Samba 3.0 on port 445 successfully tunneling in SSH2 ? Help please. Raymond