There may be more than one way to accomplish this. Different versions of Outlook Express might be different - I tested with OE6. My method was: - Create one or more folders to receive the emails exported from Outlook Express. I put my folders on the desktop for convenience. - Open Outlook Express and open a folder to display the emails. Select all the emails in that folder and drag-and-drop them into one of the folders you created above. This will export the messages to individual .EML files. Repeat the process for all folders. - Install Thunderbird but decline to set up email accounts during setup. You will be using Local Folders only. - In the Local Folders section of the Accounts pane create a folder structure to your liking. - Drag-and-drop the exported EML files onto the Thunderbird folders you created. There is a Thunderbird add-on called "ImportExportTools NG" that can simplify the import process somewhat. If you no longer have a working copy of OE, there are a few 3rd-party programs that claim to be able to convert OE DBX folder files to EML format. I can't vouch for any of them.