Just my 2 cents and two brain cells. The activation key issues don't matter to many but I've been told XP is trouble if you change hardwear frequently or have swapable drives. If your hardwear is going to change during the year I'd consider Win2000. At least with Win 2000 you won't have to wory about using up your activation keys. During the beta stage of things with XP I was told the final product will come with three activations. After that you'll have to call Microsoft for more. I hope this has changed since then but I haven't checked into it in a month or two. If it's still true then it's not much room to play with when/if you have a hardwear failure or just like to keep up with the latest and greatest hardwear up grades.