I am still running Win98SE with very few problems, the fact it has been around so long and is stable says something about the new stuff that MS puts out. The hackers and such have already had their challenge with Win98 and more or less just leave it alone now. I may update someday to Win 2K, but don't care to have my OS be the prime spyware program on my system at this point...so nix on XP. Next step from Win 2K would be Lindows.