win2k rulez. pretty much never crashes on me. i reboot once a week or two to get back lost memory. it multitasks way better than 9x (including ME). i use gameport joystick, so no problems with AH. don't know about other games--don't play them. oh yeah, there is that other online flight sim. brand 'W' doesn't work so well with win2k. there's a few issues, but it technically does work. anyways, i don't fly warbirds much (at all, really, holding out for wb3) so it doesn't matter.