get-childitem, cant exclude directory

i am trying to search the hdd for a .url shortcut, my script is pretty simple, but I am trying to recursively search the drive and exclude the windows folder. I have tried exclude, I have tried piping it to a object and using where -nomatch. but every single time it keeps looking in the windows folder.

get-childitem -Path C:\*\"CDS.url" -r -Exclude "Windows"

thank you.