I ran a dual-boot NT4/Win98 system up until a few months ago when I switched to a dual-boot Win98/2K. Mostly I ran MAX in NT and Poser in Windoze and had no trouble at all. I don't remember patching anything - although I did have to get new drivers for my modem and old graphics tablet. Win2K has proved to be pretty damn' stable (and it's exactly what Win9x should have been in the first place dammit!). Again, I needed a new driver for my modem and it really didn't like my CD-burning s/ware but that's been sorted with the latest 2K version of the s/ware. In fact, I'm contemplating switching to Win2K only Paul