Thanks for the input. I also went to e on and read through all the "fixes" of each one...not sure anything was for performance exactly and I agree with Pete.. that win2kpro IS a 'hog'.. So I may put the extra ram in first and then see how Vue feels... then I may just go for it all and put the 4.12 on... RE the service pack 3 and firewalls... got that, big time... sigh.. in this day and age one can't be too careful with things outgoing and incoming! :/ Lyne

Life Requires Assembly and we all know how THAT goes!