Maybe this FAQ, soon to be up on the web, will help:
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Q): I thought Money files were supposed to be upward compatible. How come
Money[new] crashes when upgrading my Money[old] data file?
[Relevant to Money2003 (v.11) and up]

A): Most users find the file upgrade process painless. Beginning with M03, a
significant number of users don't. For these users, a range of outcomes from
Money just crashing to misleading error messages about the file being
read-only to missing data in the upgrade file result instead. The exact
reasons for this are unclear, but it would appear that the upgrade code has
become much less tolerant to "damaged" files. (Here a "damaged" file means a
file that has somehow become inconsistent with itself or not conforming to
the "normal" structure. Here "somehow" generally seems to be by Money
itself, though things like End Task when the CPU shows 100% use by Money and
the application is reported as not responding "just because" Money is slow
and non-responsive may also be factors.)

The workarounds identified include:

- Many users have found success by running the msmoney -s repair technique
on the original data file from the original version then upgrading the
repaired file. For people who have nothing left of the original version
besides a set of backup floppies, this is not an option.

- Using the salv.exe repair tool from the newer version or from Microsoft
Support on the data file before upgrading then upgrading the repaired file.
As above, this method does not work with .MBF files or with .MBF files
spread across multiple floppy disks.

(For more information of the repair tools and file corruption in general,
see "I think my file has been corrupted. How do I tell? What do I do then?")

- Some users have found/and or been advised by Microsoft Support that an
intermediate upgrade through, say, M02, first solved the problem. Of course,
finding a CD of M02 can be difficult.

- Some users have ended up resorting to QIF Export/Import to get the data
out of the old version and into the new version as a better choice than
losing all of their data completely. This is a last resort.

- Some files that could not upgrade in M03 can upgrade in M04.

Note that several of these methods do not apply if all you have is backup
floppies or files. This is one reason that we always recommend upgrading by
moving the entire original .MNY data file rather than going through the
backup/restore process.

Finally, note that it is probably a good idea to confirm your installation
of the new version of Money is good before going down any of these paths. To
do this, open the Sample data file located in the Program Files\Microsoft
Money directory or try to create a new file.

"aphil138" <aphil138[at]rochester.rr.com> wrote in message
news:00b801c3d7b4$9bebc1b0$a401280a[at]phx.gbl...
- quote -

I upgraded to Money 2004. it's asking me for a password to
open up my Money 2000 file... Even though I never used a
password with the old files..... What do I do now