Thanks guys for your replies....

The error was about ASP .Net version (64 bit) which was preventing Visual Studio 2005 to be installed and ofof courses usual error wasn't descriptive.

For reffrefferenceothers may face same issue Visual Studio 2005 needs 32bit version of ASP .Net so you need to change the version from 64bit to 32bit,

to do that run the following script:

cscript %SYSTEMDRIVE%\inetpub\adminscripts\adsutil.vbs SET W3SVC/AppPools/Enable32bitAppOnWin64 1

more info at:

http://support.microsoft.com/kb/894435

Cheers,

Amir