I'm going to have to agree with WC Charlie here......most people are simply so biased against MS they just figure everything they do "sucks"! In reallity, most of ME is very good, registry protection, and the new system restore. ME is also much more stable in most cases than Win98SE. Yes, there is also a good deal of "Bloatware".....but, even the Linux distros are getting this way...(i.e. mandrake full 7.2!)