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It's a little-known fact that the root directory of any drive can only handle 512 short filename files. But you'll come up against the problem faster if you try to store lots of long filename files in the root, because each long filename file uses two directory entries (one for the long name and one for its short, or MS-DOS 8.3, equivalent). Though the reason for the architectural limit is hard to fathom, the Access Denied error message it causes is even more baffling. At least you now know what it means in case you see it. By the way, if you want to get around this by giving some of the files in the root shorter names, make sure you move at least one of them back out of the root first. Otherwise you'll get-yup-Access Denied.