I think I am grasping what you are saying! The BB has email addreses and phone numbers in it. Outlook just has email addresses and probably some of these are different than the BB contacts. I will definitely back up my BB and Outlook prior to starting this syncing process. My plan is to make a second folder in contacts and call it Edit contacts. Then I am going to perform a one way Sync from BB to the Outlook Edit Contacts folder. The I will use this information to update the main contacts folder in Outlook. Once this is done I will delete the BB contacts and then Syn outlook to BB. This should mean that both contacts folders should be identical. After that I think you wanted me to set up a two way sync with Outlook and BB. Does it matter who I choose to win in a conflict b/w the BB and Outlook. How does a conflict actually come up? I really appreciate your feedback as it has helped me so much.