I'm Betting that you also have a Creative sound card. BugBear claims that Flatout 2 has known issues with Creative sound cards, but there "FIX" does nothing. They tell you to go into the game setup and use the Sound Output Option and choose "Windows Multimedia Waveout" instead of "Direct Sound" But this did nothing for me hope if you are haveing the same problem this helps you. This is how i fixed the issue. Go into RUN, type dxdiag; hit return. Go to the sound tab and set the slider to no hardware acceleration.