: The following solution works for Win9X/2k/XP:
1. Click Start | Programs | MS-DOS Prompt (or Command Prompt in Windows NT). (In WinXP, click Start | Run | and enter "command" (without the quotations) to get the MS-DOS prompt.)
2. At a command prompt, locate the drive that contains the folder whose contents you want to list. For example, if you want to create a text file that contains a list of the contents of a folder on drive C, at the command prompt, type "c:" (no quotes) and then press Enter.
3. While at the command prompt, locate the folder whose contents you want to list. For example, if you want to create a text file that contains a list of the contents in the Music folder on drive C, type "cd\" and press Enter. Then type "cd music" and press Enter. (Once again, don't type the quotes.)
4. Now type "dir > filename.txt" where filename is the name of the text file that you are creating. For example, if you want to create a file named mp3list.txt, type "dir > mp3list.txt" and press Enter. The text file that you create is located in the folder that you are in when you follow these steps. In this example, the mp3list.txt file is located in the Music folder.
5. To close the MS-DOS screen, type "exit" at the command prompt and hit Enter. Use a text editor, such as Notepad or Microsoft Word, to view or print this file.
Or you could get a little free progam called Directory Lister which will do it all for you.