I was wondering if Win 2K is any better than 98. I recently had an "opportunity" to install 2K on my machine at home which was fairly easy. I noticed during the install that it was deleting 98 files and I thought "I probably can't restore 98 when this is done." I think I was right. After the install Win 2K notified me that there were various software and hardware problems with my system. To make a long story short there were many apps that wouldn't run, my modem was no longer recognized, and I ended up reformatting (huge pain in the arse) and reinstalling 98. I guess the moral is "if it ain't broke don't F with it."