At compile time, this error occurs when include files are nested more than five levels deep. At run time, QuickBASIC limits the number of disk files that can be open at any one time, and your program has exceeded that limit. Either increase the FILES= parameter in the CONFIG.SYS file, or simplify your program. DOS has a limit to the number of entries in a root directory. If your program is opening and closing files in a root directory, change your program so it uses a subdirectory. ERR code: 67