I doubt I will ever "upgrade" to vista. There would have to be a compelling app (read - game) that would drive me to do so. My two fav games are Tribes and Tribes2, dx6 and dx8 respectively. Newer games hold no interest for me, and are all just variations on a theme. The Tribes franchise may be variation on a theme, but then again it never set out to be more than it is. I use computers to edit code, watch dvd's, browse the outerweb and so on, but this can all be done on some relatively old and low spec machine quite easily, for instance my laptop, a 500MHz piii with 192megs ram, 12gig hdd, running xp pro. If vista played games better than xp/2k, I would look into it, but so far no real benches are shown to support this that I have seen. As well, it may just be collusion between software makers and hardware makers to generate funds in a decreasing market. Considering the requirements and all.