Weeeeeell......, I would say 'Forget about MS Approved Win 98'. 98lite is a vast improvement in stability and safety. Scraping IE, Outlook, and the Active desktop off of the actual OS does wonders for both stability and memory management capabilities (not to mention cutting the nads off of 99.7% of the script kiddies efforts). You still don't have as robust a manager as 2k/XPdoes, but my current 98SE lite is handling my current Athlon XP 1700 with 1 gig DDR just fine.