I decided not to upgrade until I decide to take the leap into a 64-bit OS. But, by the time that happens, lol...Windows Vista will probably be out, Bryce 6 will be out or on its way (which better be optimized for 64-bit, HT, dual core), and I will probably have purchased a dual core 64-bit AMD, since they are already becoming affordable right now. For these days, though...I'll most likely end up doing what you have done, in that I will take my old PC (AMD Athlon 1800+), re-build it, and use that for internet and general use, and this PC will be my main dedicated renderer. YES, Fix-It-Utilities! I've used that a LOT in the past years to keep my registry clean/defragged. I use Registry Mechanic these days. Good program also. AS

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