This is the ZEM Z80 emulator from UK vol. 48 - 49 modified for the Amstrad CPC 464 with RAM expansion. The machine code sections is assembled using Hisoft Devpac 80 and the C code is compiled and linked with BDS-C ver. 1.5a. It was necessary to modify ZEM.H, RTMCODE.GEN, RTUTIL.C, ZEMINIT.C and ZEMCOM.C to reflect the personality of the Amstrad computer. I have used the window-function in some parts of the display-functions. But most of the scrolling is done by software. I had to implement one window- command in machine code, because C did not treat one of the parameters cor- rectly, maybe because it is 10 ( 0AH - LF ). You are all welcome to improve the program. I'm sure, it can be better. 26.09.91. Gorm Helt-Hansen, Domusvej 4, DK-2680 Solroed strand, Denmark.