Ok, ram it is. If 512 is inadequate for this then so be it. I remember the days when there was a huge difference between 4 and 8 megs but no noticable difference between 8 and 16 megs. those days are gone. If there's now a huge difference between 512 and 1024, I'll do it. As for cacheman, I think that's a win9x thingie, not a win2k thingie. But I did dl it last week just for fun since I'm on a dual boot ME/2k on the same partition with shared services. (IE6 for example lives in the same directory for both OS's as well as modelers and other programs like office xp and outlook). By installing the Me and 2k versions to the same directory, I save disk space. Folks say it can't be done, but my system is rock solid stable on both boots. And Poser 5 is pretty stable for me too. Ok, ram stick it is, and I'll get the cpu for Bryce. 8 months from now I'm sure there will be some exciting technology to look at which will justify a rebuild. as for my bus, its the amd 761 chipset that runs at 266mhz. To change that to 400 or 533 would mean a new MB and right now I don't think the new chipsets are proven or stable given the status of that newly emerging technology. Nor do I think that the faster bus speed is critical here in light of the ability to overclock a 266 to speeds that rival the native 400. I see little speed difference in the overall system performance when I do that. But the one thing I can't simulate is ram capacity which seems to be the consensus. thanks again for the feedback.