Yeah buddy, I'd reccomend keeping XP there is no reason that XP would not work flawlessly with your current hardware. Most likley just reinstall XP, run Wndows Update and search for the most current drivers for your hardware. chipset (via your motherboards manufacture website) Video. sound, lan, ect...and that will raid them damn bugs out...win98 might run a hair faster but like the other reply's stated "driver support is limited on new hardware and also with windows update" My suggestion to your hard drive delema is to get an 80 gig 7200 RPM drive. If you have super wal-marts in your area they are a valuable resource for some of your more basic componants and have a very nice selection to say the least. Video, hard drives, sound, keyboards, varius pci adapters ect...They carry a 80 gig Seagate Barracuda IDE drive for $98.99. You might be able to find the same online for cheaper but it could be OEM wich is not always a bad thing, but you cant beat wal-marts return policy. Drop the thing in a puddle of mudd, just as long as you have the receipt, bring her back no problems. For instance I had purchased a Geforce FX 5200 for a spair machine from them back in July and it burnt out the other day. Braught it back the day before yesterday and got a refund no questions asked. Try doing that at best buy or many places online after having the product for 6 months, you might get a replacement but you are gonna have to do an RMA lol. And for installation your new drive if you opt to get one that is. Set your current 10 gig as your boot drive. And you use the 80 gig for your file back-up. Others may reccomend the opposite but just having 10 gig for windows and program files is usually more than enough, especially if you have gotten by with it for 4 years now lol. Use the 80 gig or what ever you may choose for all your media and backup. That will make finding specific files alot easier than searching through 100 folders on your primary boot drive. Hope I have been a little helpful in my reccomendations.