I did what most people will not recommend: upgraded from Win98SE to WinXP instead of doing a fresh install. Despite that, I've had NO problems to date, software or hardware related. I've been running XP for almost a year now and the stability is wonderful. My system is on 24/7 and since I've installed XP, I've never had to reboot unless I felt like it. I've had Poser, Photoshop and 3ds max 4.2 running together for hours, along with an Apache web server and didn't experience a single hiccup. Under Win98SE, my Poser installation couldn't handle large texture sizes over 1500 pixels. I might be able to get one render before Poser locked up on the next render attempt. That was with just a single figure and a single high res texture--- with no transparency or bump maps. But under XP, no Poser problems doing multiple renders of multiple figures with high resolution textures, trans and bump maps. But I do echo the advice to not upgrade from a previous Windows installation. If at all possible, go for the fresh installation of XP. As for XP phoning home, along with the suggested third party firewall solution, there's a utility called "XP Anti-Spy" that allows you to turn off the settings that causes XP to phone home, all from a single interface. (http://www.xp-antispy.de)