Just a tought for you since Win XP is out now. When I used win 98 I found it to be very crash prone and buggy. I've never tried Millie but have not really heard encouraging things about it. I went from 98SE to Win 2K Pro and was quite happy with improvement. I made the mistake of giving XP Pro a try, to say the least I was not happy with it as, like Win 98, it has more bugs than a Tijuana house of ill repute. Since XP is latest, "greatest" you could maybe find 2K Pro for decent price. Everything I try to do just was so much easier with 2K Pro.